Sonic Team: Ultimate Alliance
by Icy Knuckles
Summary: After returning from their vacation, all seemed well for Sonic Team for a while. One day, a new villian threatened the destruction of the world, and it's going to take all of Sonic Team to defeat him once and for all. The question is Can They?
1. The New Threat

_The Ultimate Fanfic. (Evil laughter). Seriously. I'm going to make this really long and really good. I expect tons of reviews for this. If you have any suggestions, send me a message. If you haven't read __Sonic Team's Vacation__, I strongly recommend you reading and REVIEWING that one before you read this one. Otherwise, you might get a little confused. Without further ado, let's kick it off. Knux/Rouge 4 life._

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Sonic and friends have been back from vacation for about two months now. Much has changed due to the wild experiences on their vacation. Sonic and Amy are now dating. Occasionally, they double date with Tails and Cream, Knuckles and Rouge, or Shadow and Blaze. Jet and Wave have become quite close as well. It is now impossible to separate the two. The Chaotix are still the Chaotix, except for Espio, who is now dating Scarlett. It's getting serious. As for Tikal and Silver, their long distance relationship is working out just fine. Silver is constantly taking trips back to the past to see Tikal. No one has heard much from Chris and Elise since they have been dating. I guess they have better things to do than hang around a bunch of anthromorphic animals. Anyways, all seems well.

Or so it seems…………..

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_Angel Island…_

Knuckles lay in front of the Master Emerald. All seems peaceful. He closed his eyes and listened to the wind. It sang a peaceful melody that Knuckles just loved. He walked down the shrine to the grounds of Angel Island. There, he practiced his martial arts skills. First, he started off with a few heat knuckles followed by an uppercut. He had set up a few practice dummies and started working on his jab. The dummies didn't work too well because the spikes on his knuckles kept piercing the dummies and all the sand kept coming out. After he broke all three dummies, Knuckles decided to take different approach to his workout by doing push-ups. He finished his sets and got up from the ground and wiped the sweat from his forehead.

"Trying to keep in shape are we?" asked a familiar voice from behind.

Knuckles turns around to see Silver the Hedgehog standing there smiling. Knuckles smiled back. Ever since Tikal and Silver have been dating, Knuckles and Silver have become close friends. Knuckles even considers Silver to be like his brother since he considers Tikal to be his little sister.

"Don't try to be funny, wise guy, or I'll give you a few knocks in the head," said Knuckles still smiling.

"Is Tikal here?" asked Silver.

Knuckles pointed to the Master Emerald. "You know where to find her."

Silver walked off and left Knuckles to his training. He carefully walked up the shrine to where the Master Emerald lied. When he reached the top, the emerald started to glow brighter. Silver smiled.

"Hello, beautiful," said Silver.

A red light came from the emerald and stopped in front of Silver. It slowly started to glow until Tikal finally appeared. She smiled and hugged Silver tightly.

"Hello, Silver! How are you?" asked Tikal.

"I'm fine now that I've seen you," said Silver.

"What brings you by?" asked Tikal.

"If you aren't too busy, I thought that you'd want to go on a romantic picnic in the mystic ruins out by your ancestral home," said Silver.

Tikal was naturally taken by the suggestion. She turned to the emerald and placed her hand on it. "Is it okay for me to go on a picnic with Silver?" she asked.

The emerald glowed brightly. Tikal smiled.

"Is that a Yes?" asked Silver anxiously.

Tikal smiled. "It's a date."

Tikal and Silver walked down the shrine past Knuckles, who was now Shadow Boxing.

"I'll be back in a little while, Knuckles," said Tikal.

"Okay. Have fun you two!" said Knuckles as he waved them off. Afterwards, he continued with his training. Finally after about an hour, he took a break. He sat on the bottom steps of the shrine with some grapes that he found on the trees around the island. Knuckles ate the grapes one by one. Suddenly, Knuckles stopped.

"_The wind just changed_," thought Knuckles. He could tell that something was wrong, but he just couldn't figure out what. He sensed great strife ahead. It was a bad omen.

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_2 months earlier somewhere else…._

Two blood-red, glowing eyes seemed to be floating around in total darkness. Just being close to them caused many people to become afraid. Then, the eyes stepped into the light. As it stepped into the light, it took on a form. This form was a black hedgehog and I don't mean Shadow either. It was a pitch black hedgehog that resembled Sonic perfectly. There were no shades of red in his quills. His fur, his quills, his muzzle, all black. His muzzle had a lighter shade, however. It was kind of gray. He couldn't look any more evil. He spoke. His voice was so evil and cold that it caused Icy Knuckles to shiver as he finished this sentence.

"It is time for Armageddon," said the hedgehog. "I will assemble the most ruthless villains that this world has ever seen. Together we will conquer this world and shroud it in darkness forever."

He pulled up images on his monitor screen as he spoke. "First up, there's that cunning scientist, Dr. Eggman. Together, we will finally realize his ultimate dream of world domination."

The image changed. "Next up is Dr. Eggman's greatest creation, Metal Sonic. His cold heart and Sonic-like skills makes him an excellent addition."

The image changed. "Chaos, with his god-like powers will make us all but unstoppable. It is true that he's now a good guy, but with the help of my dark spore, I'm sure I can change his mind." He cackled evilly.

The image changed. "The Biolizard's skin is all but impenetrable. He was built to destroy the world, and that's what he's going to do."

The image changed again. "Black Doom and his Black Arms will be some of the soldier's for our alliance." He wanted to get rid of humans. Now, he'll get his chance.

The image changed again. "The Metarex are another part of my army. Together with the Black Arms, the pitiful human army will be easily crushed.

The image changed again. "The Babylon Guardian was somehow defeated by Sonic the Hedgehog. Being trapped in Babylon Gardens made his power diminish. I'm sure he wishes to unleash his full power on those who defeated him."

The image changed again. "Mephiles probably comes closest to matching my evilness, making him a perfect addition to my already invincible forces."

"The image changed again. "Iblis is plain raw power. He has no conscience. Therefore, he will be the final member of the alliance, as well as the beast. I will cage his power and then release it upon the world.

"Now to assemble my army and began the destruction of this planet." He pulled out the red chaos emerald.

"CHAOS TELEPORTATION" Dr. Eggman and Metal Sonic appeared in front of him.

"CHAOS REINCARNATION" The rest of his army minus the Black Arms and Metarex army appeared before him. The only Metarex to appear were Dark Oak, Pale Bay Leaf, Black Narcissus, Yellow Zelkova, Red Pine, and Glacius(The Ice Metarex).

"Let the World Domination begin," said the hedgehog. He laughed evilly.

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'ICY KNUCKLES'


	2. The Gathering of Dark Forces

_Disclaimer: I own Scarlett the Chameleon and Wraith the Hedgehog, but no one else. Let's get adventurous_

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The group of villains started to come to. The black hedgehog quickly forced Iblis and the Biolizard into a holding cell. Then, he quickly implanted a dark spore, which was a purple, spiny seed, into Chaos. Afterwards, he forced Chaos into a holding cell next to Iblis. Then, he turned to his recruits.

"What the hell happened? I thought I was in oblivion," said Mephiles. He was back in the form of Shadow the Hedgehog,

"You were. All of you were except Metal Sonic and the good doctor, but I brought you back using the power of a chaos emerald," said the black hedgehog.

Chaos, the Biolizard, and Iblis were banging on their cells trying to get out, but their cells were made of dark matter and it was impossible for them to escape.

"Ignore them. It's impossible for them to escape."

"Who are you?" asked Black Doom.

"My name is Wraith the Hedgehog. I was formed out of the dark matter of everyone that has used the chaos emeralds to become super beings. That means I was created from Sonic, Shadow, Silver, and Knuckles. In order to remain in super-form, their bodies must be completely rid of evil. So, the chaos emeralds strip them of their evil matter so that they can remain in super-form. However, when a being is returned back to their original form, they get their dark matter back except for a small percentage of it. Repeated use of the chaos emeralds has caused more and more dark matter to be encased within the emeralds. After their last battle with Solaris, there was enough dark matter within the emeralds for me to be born. Two months after the defeat of Solaris, I escaped the imprisonment of the chaos emeralds and became Wraith the Hedgehog," explained Wraith.

"What does that have to do with me?" asked Dr. Eggman.

"I have selected you all to join with me and form an ultimate alliance of villains so that together, we may conquer this planet," said Wraith.

"We need no help conquering this planet. If you do, then you are weak," boasted Dark Oak.

"Earth is no ordinary planet," said Wraith. "For it was inhabitants of Earth that defeated you and your army."

"Yes! I remember it clearly. We were defeated by that meddlesome White Seed and her compatriots," said Red Pine.

"My friends, together we can conquer this planet with ease. Once we're rid of Sonic and his allies, the galaxy is ours for the taking."

"This all sounds very intriguing. I'm in," said the Babylon Guardian.

"Wait just a minute. I appreciate you bringing me back from the dead and all, but I'm not joining some alliance. I'm going to go at this my own way," said Eggman.

"Eggman, you've failed on numerous occasions to defeat Sonic the Hedgehog, but together, you're sure of victory," said Wraith.

"You bring up an interesting argument, Wraith. Very well, if you can guarantee me world domination, I'll gladly join you."

"I, too, accept your leadership," said Metal Sonic.

"Hold up, hold up. Who said he was going to be leading us? I should be leader," implied Mephiles.

"You don't qualify," said Wraith.

"Oh, yeah?"

Mephiles conjured up his dark copies. Then, he sent them all at once to attack Wraith. It caused a big explosion.

Mephiles laughed maniacally. "Huh?"

The smoke was clearing to show Wraith standing there completely unharmed. The others could not believe what they were witnessing.

"My turn."

Wraith snapped his fingers. Dark matter rose from the ground. It quickly surrounded Mephiles.

"What are you doing? No! Stop! Aahhhhhh!"

Wraith snapped his fingers again. The dark matter suddenly vanished. Mephiles was lying there, shriveled up like a little child.

"The dark matter eats away at your core until you're completely destroyed," said Wraith. "Don't worry about him. He'll be okay in a little while."

He turned to Mephiles.

"Mephiles, did you say you opposed my leadership?" asked Wraith.

Mephiles did not, could not say a word.

"I thought not."

He turned to everyone else.

"Does anyone else disapprove of my leadership?" he asked

Nobody said a word. Even Iblis, Chaos, and the Biolizard remained silent.

"Good! Gentlemen, this is the beginning of a beautiful relationship."

He walked over to the holding cells.

"Before we get started…."

He opened the Biolizard's cell. The Biolizard now feared Wraith. It steadily eased back until it stood at the back wall of the holding cell.

"Easy, boy. I won't hurt you."

Wraith walked up to the shivering prototype and placed his hand on it. It soon transformed. It started to take shape. It got smaller and smaller until it was only slightly larger than Storm the Albatross. However, it had taken an anthromorphic form. Now, it stood on two legs. The red life support system was gone, but he still had the pipe coming from his mouth as well as the chrome on his back.

"How do you feel?" asked Wraith.

"Vengeful," replied the Biolizard.

"Excellent. Professor Gerald's dream will come to past if you side with me," said Wraith.

"I humbly accept your leadership and will perform whatever task you need me to accomplish without fail," said the Biolizard.

Wraith turned to the rest of them.

"Our first priority is to establish our main base of control. I have chosen……… Space Colony ARK as the location. Black Doom, transport us there."

"As you wish," replied Black Doom. "CHAOS CONTROL"

Everyone disappeared in a barrage of green light.

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_Space Colony ARK…_

Everyone arrived on the abandoned space colony.

"Why have you brought us here?" asked Pale Bay Leaf.

"Up here, we will receive no trouble from anyone. This is the perfect base of operations," said Wraith. He started to walk off. "Follow me."

They went down the corridors. As they looked on, they could see Iblis being held in the lava pit in Meteor Herd. There was still no sign of Chaos, but they were sure he was unharmed. They followed him into an abandoned laboratory.

"This is where you Metarex will construct your new army. There is an unlimited amount of resources here," said Wraith. "Get to work."

The Metarex did as they were told and started turning the laboratories into Metarex production sites.

Wraith left the Metarex to their work.

"Why are we going along with this?" Yellow Zelkova asked Dark Oak.

"He's too powerful an ally for us to betray. He was able to rescue us from oblivion; so we ought to give him a chance to prove himself. He said that we would soon conquer the galaxy, and we're going to find out. Now shut up and start making Metarex warriors," commanded Dark Oak.

"Yes sir," saluted Yellow Zelkova.

The Metarex started their production of their army.

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Wraith led Black Doom, the Babylon Guardian, and the Biolizard into the Eclipse Cannon's core. The Biolizard had grime memories about this place. This is where he was first defeated by Shadow the Hedgehog.

"Black Doom, I realize that the Black Comet was destroyed, but perhaps with a little Chaos Reincarnation, I can get you your Black Arms back.

Wraith pulled out his Chaos Emerald. "CHAOS REINCARNATION"

Everything around them suddenly started changing. The ground and walls around them became igneous rocks, the golden water turned purple, and the shrine turned into a citadel. The Eclipse Cannon power cells remained intact.

"I trust everything is to your liking," said Wraith.

"Indeed it is," said Black Doom.

"Then we will leave you," said Wraith as he left out of the Cannon's Core.

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"Babylon Guardian, allow me to free you of the lamp so that you may unleash your full power upon this world," said Wraith.

Wraith picked up the lamp he was in and rubbed it. "I hereby free you of this lamp. Let the world taste your true fury. As long as the lamp is not destroyed, you cannot be destroyed."

The Babylon Guardian now stood on two feet in his Arabian clothing.

"Go wait in the observation room. I'll be there shortly," instructed Wraith.

The Babylon Guardian did as he was told and went to find the observation deck. After he left, the Biolizard and Wraith only remained. Wraith started to move again. The Biolizard followed him. They kept going until they came upon Dr. Eggman and Metal Sonic.

"Dr. Eggman, I will be returning you and Metal Sonic to Earth, where I want you to construct new E-Series robots for battle," said Wraith.

"Very well, very well. I hope you know what you're doing, Wraith," said Eggman.

"Don't worry. I do. This world and all its inhabitants will suffer," said Wraith with a clenched fist.

Eggman smiled a wicked smile. Then, he was led over to the transport device and transported to his island base.

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_Present Day…_

Wraith stood in the main observatory alone. He was looking down at the Earth. Those red, paralyzing eyes were filled with disgust.

Suddenly, Mephiles and the Biolizard appeared in the observatory.

"Everyone's ready to move out, Wraith," said the Biolizard.

Wraith cackled.

"All the pieces are now in place. Time for the humans to feel my wrath and may their painful howls keep them warm in the days to come."

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_Well, that's a wrap. Till next time when the story gets more interesting._

_Icy Knuckles_


	3. Conquering Station Square

It was a cloudy day in Station Square. Sonic and Amy were hanging out in Station Square Park just enjoying life. They both were sitting on a park bench. Amy had her head on Sonic's chest, enjoying the moment. Sonic was running his hands through her hair and caressing her back. Amy sighed. She was finally happy. The hedgehog she loved so much finally loved her back. All was well in the eyes of Amy Rose.

"Sonic, promise me you'll still love me in the morning," said Amy.

"Tomorrow and the day after, too," replied Sonic.

He kissed her forehead and Amy cooed.

Sonic closed his eyes and started to nod. No sooner than he closed his eyes, he heard a mixture of screams and howls.

"We're being invaded," yelled a man as he passed by Sonic and Amy, running for his life.

Sonic opened his eyes. There was a shadow covering up most of Station Square and it was slowly working its way to completely cover up Station Square. Sonic looked up to see what was the cause of the commotion. He looked up to see no other than the Black Comet.

"Isn't that the Black Comet?" asked Amy getting up off Sonic's chest.

"It seems like it. I thought Shadow destroyed that thing a long time ago," inferred Sonic.

"Obviously, he didn't," said Amy.

Sonic saw Black Arms coming down from the comet. Not only did he see Black Arms, but also there were a few familiar ships with them.

"The Metarex, too?" said Sonic. "We've got a huge situation on our hands. I've got to do something. Amy, go and warn Chris about the invasion. I'm going to head for city hall. It seems like most of the Black Arms are being deployed there."

"I want to go with you," said Amy.

"Amy, please! I can't fight these guys when I'm worried about you getting hurt. Please do me this one favor. I'm counting on you," begged Sonic.

Amy thought about it for a moment. She didn't want to leave her love, but she knew that he had a duty to save the world from harm. She would do as she was told. She knew that he didn't want to leave her behind, but he cared too much to see her get hurt.

"Okay, Sonic. I'll go," said Amy.

"Thanks, Ames."

Sonic kissed Amy for a good five seconds. Then, he left her and went on his way.

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Amy went on her way. She ran over to the end of the park, where Sonic's car was parked. She got in, put on her seatbelt, adjusted her mirror, and cranked up the car. Sonic drove a blue sportscar with a tag that read 'BlueBlur'. Amy put it in drive and sped down the roads. As she drove, she saw that people were in panic everywhere. They were running like they thought the world was coming to an end. Amy did a moderate speed, being careful not to hit the panicking pedestrians or the other cars on the road.

Chris's mansion was a good distance away from her. The good news was that she hadn't seen any Black Arms yet. The more she drove, the worse the streets looked. They were becoming cracked and unstable. Pieces of the street were sticking up in all directions. Twice, Amy had to take an alternate route because the street was out. Amy looked ahead to see that laser shots from the sky were causing the roads to break up. Suddenly, a laser beam struck some road right in front of her. Amy did a 180 and turned around, just barely dodging a chunk of street being lifted from the ground. When she turned around, there was a Black Arms soldier standing in the road. Amy sped up, and the Black Arms soldier jumped directly on the hood. Amy screamed as she looked on at the Black Arms soldier. He had a sword in his hand. Amy stomped on the brakes. The soldier fell off the hood and went into the street. Amy quickly hit the gas and ran over the soldier. She looked back to see that he was finished. Amy kept going towards Chris's mansion. As she was going, she saw that the Black Arms were terrorizing the public. Some were chasing, some were beating, and some were even capturing people. Amy felt bad for them. She wanted to stop and help, but she had no time to do so. She had to reach Chris's and pray that it wasn't too late. All of SSPD were out trying to seize the Black Arms. It seemed that they managed to subdue a few, but there were way too many for them to get all of them. Amy was starting to wonder why G.U.N. had not been called in. Were they being attacked too?

Finally, Amy reached Chris's mansion. She looked back onto the city to see that it was in ruins. Immediately, she thought of Sonic and hoped that he was faring well against the Black Arms. Amy saw that the gate to the mansion was torn down. Amy drove in and saw about ten Black Arms soldiers. Amy immediately exited the car and took out her hammer. She then charged up the doorsteps and bashed all the Black Arms in the way. She then hit the door with her hammer, opening it. Amy then heard screams from the kitchen.

"Keep away from us, you beasts," said a voice.

Amy ran into the kitchen to find Ella, Mr. Tanaka, and Chuck in the kitchen fighting off Black Arms soldiers and larvae. Ella was swinging her frying pan at the soldiers, Chuck was stepping on the larvae, and Tanaka was doing kung-fu on some soldiers.

"Amy, help us," pleaded Ella.

Amy and her hammer went to work. She bashed all the Black Arms up until the kitchen was just a super mess. Tired, Amy started talking.

"Where's Chris?" asked Amy.

"We don't know. We were awaiting Master Chris's arrival when these black monsters started attacking us here," explained Tanaka.

"They're all over Station Square and more could be headed this way. The best thing for you to do is to evacuate Station Square," said Amy.

"What about Chris?" asked Ella.

"Chris is a cunning boy. He can take care of himself," said Chuck, "but I believe Amy is right. It's not safe to stay here."

A random laser attack from a Metarex ship hit the mansion, causing some of it to cave in.

"Get out of here, now!" demanded Amy.

Tanaka, Ella, and Chuck both made their way to the garage and got into one of the cars in the garage. Tanaka drove. They scurried out of the house.

"If you find Chris, please watch over him," begged Ella.

"Don't worry. I promise," said Amy.

They all drove off, Amy going towards City Hall and the others going towards Filmdom City, where Chris's mom works.

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_The other side of town…_

The Chaotix were facing similar problems on the other side of town at their detective agency. Swarms of Metarex Elites were around, terrorizing people left to right. Charmy looked out through the window.

"Hey, Vector, those Metarex are tearing up this town. Aren't we going to do something about it?" asked Charmy.

"Charmy, my dear bee, yes we are, but we've got to be professional about this," implied Vector.

"Here's professional for ya. We go out there and smash every one of those things," suggested Mighty.

Vector thought about it for a moment.

"Okay, boys. Here's the plan. I'm sure Espio is with Scarlett. They can take care of themselves. As for us, it's going to be one heck of a battle. We don't come back here until they're all gone."

Suddenly there was the sound of a broken window in the office.

"Well, boys, it looks like the fight has come to us. Let's do it," said Vector.

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Sonic sped to the City Hall. He had to stop regularly to help civilians that were being attacked by Black Arms and Metarex Elites. Buildings were collapsing all around. Some were on fire and some had been demolished altogether. The fire department and the police department were out trying to help civilians. Sonic started to wonder what had happened to G.U.N. As he got closer to city hall, more and more Black Arms were seen running in the streets. Sonic destroyed a few Metarex Elites and Black Wings, the little bat Black Arms, as he sped through the streets. Sonic looked over to see a woman with her daughter completely surrounded by Black Arms soldiers. Sonic stopped running and started to tend to the problem. He homing attacked one of the Black Arms soldiers, picked up his sword and swiped off the head of a second soldier, and implanted the sword into the chest of the last one.

"Thanks, Sonic," said the lady.

"Get out of here, quick."

Sonic sped off, still going towards City Hall. One of those Black Arms tanks with all that shielding was seen going down the street. Sonic had no time to stay and destroy the tank; instead, he hopped over the tank and kept moving. He knew that he had to get to the source of the problem and end this nightmare. After a few more minutes, Sonic reached City Hall. It lay in ruins. There was a vast amount of Black Arms in the area, as well as Metarex ships above. All of the enemies were facing Sonic. Atop the stairs of City Hall, there stood a familiar figure in a black robe with three eyes long presumed dead. Black Doom.

Sonic smirked. "I see that Shadow didn't finish you off after all," said Sonic.

"You just can't keep a bad guy down," said Black Doom.

"Wanna bet. Once I'm finished with you, you'll never make special guest appearances from the dead again," said Sonic.

Sonic rushed into the crowd of Black Arms, slowly making his way to the center. He homing attacked every Black Arms that got in his way until he was standing face-to-face with Black Doom.

"That's the best you got?"

"Not even close," said Black Doom.

Black Doom used his meteor shower attack on Sonic, but due to his speed, he easily dodged the attack. Sonic ran behind Black Doom to try to surprise him. He tried to use a homing attack from behind, but Black Doom disappeared just as Sonic was about to attack and reappeared on the top steps of City Hall.

"Pathetic," said Black Doom.

Sonic was blindsided by a Black Arms giant. He knocked Sonic against a corroding building across the street. Sonic was on his knees when a group of Black Arms soldiers jumped on him and covered him. Sonic spinballed his way free, knocking soldiers in every direction. Sonic stood looking at Black Doom. He really looked pissed off.

"You want to play? Well, let's play."

Sonic turned into a ball again. He aimed straight for Black Doom. Black Doom disappeared again and reappeared behind Sonic and swatted him to the ground. Sonic hit the ground with a loud thud.

"Finish him," instructed Black Doom.

A giant came up behind Sonic and raised his fist. He was about to execute Sonic when three shuriken came and implanted themselves in its back. The shuriken exploded and the giant was destroyed. Sonic knew who had saved him. Only one person he knew carried exploding shuriken.

"Thanks for the save, Espio," thanked Sonic.

Espio appeared in front of Sonic and Scarlett also appeared from the street.

"Are you okay? I thought Shadow had destroyed this guy months ago," said Espio.

"Apparently, he didn't stay destroyed. It doesn't matter. We have to finish him for good, now," said Sonic.

As they looked up, more and more Black Arms were coming from the comet.

"There's no way we can defeat all of these monsters," said Scarlett.

"I'm not giving up," said Sonic.

"I understand that, Sonic, but there's too many of these monsters even for you. If we expect to save the city, we're going to need Tails, Knuckles, Shadow, Silver, and all of the others to save this city," said Espio.

Sonic growled. He knew that even he couldn't stop this threat alone. He decided to give in.

"Don't think of it as losing. Think of it as a tactical retreat," comforted Scarlett.

"I won't leave without Amy," said Sonic.

Sonic started back attacking the Black Arms soldiers around them. Sonic did homing attacks, Espio attacked by using his shuriken and ninjitsu skills, and Scarlett attacked using her tae-kwon-do moves. They were defeating some of the soldiers, but it seemed that everyone they defeated was soon replaced by two more from the comet.

"This is hopeless, Sonic. We've got to go," said Scarlett.

"Not without Amy," replied Sonic.

No sooner than Sonic said that, a blue sportscar came through the crowd. Most of the Black Arms jumped out of the way, but a few got hit by the car. Amy let down the window.

"Somebody call my name?"

"Alright, Amy," shouted Sonic.

Amy got out of the car and went over to hug Sonic. After about a moment, the ground started to shake, causing the quartet to be thrown onto the ground. Out of the ground came a Black Arms giant worm. It came from right under Sonic's car. It tossed the car into the air, where it exploded.

"Dude, you wrecked my car," said Sonic. Sonic turned into a ball and did an attack right through the neck of the worm. The worm fell to the ground, dead. Espio grabbed the worm shooter that the worm dropped. He took a few shots at the giants and wiped them out. Soon, the shooter was out of bullets and he threw it away.

"Great! How are we going to get out of here, now?" asked Scarlett.

As if on cue, a plane came swooping down the streets. It flew between the buildings at a great velocity. Sonic knew who it was.

"Need a lift?" asked Tails.

Sonic smiled. Tails to the rescue in the X-Tornado.

"Way to go, Tails," said Sonic.

Scarlett, Espio, and Amy got into the X-Tornado while Sonic rode on the wing.

"No! Stop them," commanded Black Doom.

Tails quickly rose up a little and accelerated, leaving Black Doom and the Black Arms in the dust. Tails flew the X-Tornado between the buildings in the city.

"Umm, Tails, why are we flying so close to the ground?" asked Amy.

"To avoid detection from the Metarex ships above," explained Tails.

"Where are you taking us?" asked Espio.

"To the Mystic Ruins. My workshop is no longer there. Mephiles the Dark came and destroyed it. I barely escaped with my life."

"Damn! First Black Doom, then the Metarex, and now Mephiles too," exclaimed Amy.

"I know. Things are bound to get worse before they get better. Anyways, I have an underground laboratory that I use as a plane designing workshop that we can go to if it's still there," said Tails.

"Then take us there, Tails, so we may come up with some sort of plan," said Amy.

"Leave it to me," replied Tails.

Espio was silent through the rest of the trip. He was hoping that the other Chaotix were faring well.

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Mighty, Charmy, and Vector were doing their best to fight off the Metarex Elites that attacked their office. Charmy used his stinger to easily dispose of the Metarex Elite. Vector used his fire breath and also some powerful jaw attacks on close-up Metarex. Mighty turned into a pinball and bounced right at the Metarex. Their armor was strong, but it was no match for Mighty's shell. With the combined effort of all three Chaotix, all the Metarex opposing them were soon destroyed.

"Aww, no more?" boasted Mighty.

Suddenly, a big, yellow Metarex dropped from the sky. It stood right in front of Mighty. He and Mighty exchanged looks.

"Who the hell are you?" asked Mighty.

"I am Yellow Zelkova, your executioner," replied the yellow Metarex.

"Are you responsible for the attack on the city?" asked Vector.

Yellow Zelkova chuckled. "If only it were. You're dealing with someone of higher authority than the Metarex. Someone of pure evil. Someone who didn't hesitate to take over this wasteland of a planet. I'd tell you his name, but in a minute, that won't matter much."

Yellow Zelkova rushed Mighty. Mighty had enough time to move out of the way due to his lack of speed.

"Is that the best you got?"

"I'm just getting started," said Yellow Zelkova. "To cause more pain…" Yellow Zelkova ran over to the already damaged Chaotix Detective Agency and went right through the building, breaking it in half. The agency crumbled to pieces.

The Chaotix were now furious.

"How dare you destroy our office," said Vector.

"I wanted to infuriate you so that you don't die in vain," said Yellow Zelkova.

"You're the only one that's going to die, fathead," said Charmy. Charmy charged at Yellow Zelkova and attempted to pierce him with his stinger like he did the Metarex Elites, but he found it futile. Yellow Zelkova's armor was too strong and he ended up hurting his stinger.

Zelkova laughed at Charmy's effort. Then, he flicked Charmy away. Vector was next to fight. Zelkova swung at Vector. He easily dodged and went in to bite Zelkova in the knee. Coincidentally, it was the same knee that Knuckles had broken. Vector jumped up. It appears that Vector's teeth aren't as strong as Zelkova's armor. Zelkova picked up Vector and held him up.

"How can someone so puny expect to beat me?" boasted Zelkova.

"Suck on this," snapped Vector. He breathed fire right on Zelkova's head. Zelkova's head was caught ablaze. Zelkova dropped Vector and started running around trying to put his head out.

"This isn't over," screamed Zelkova as he ran back into the city trying to put his head out.

"You can count on that," said Vector.

"That guy might be back soon. I suggest we get out of dodge," said Mighty.

Suddenly, Vector's cell began to ring. He answered.

"Detective Vector speaking," said Vector.

"Vector, it's Espio. Listen, get over to the Mystic Ruins now. As you probably already know, we've got a situation on our hands."

"Got it, Espio. We'll be over shortly," replied Vector.

He turned to Mighty and Charmy.

"Boys, get the car running. We're headed to the Mystic Ruins."

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_Uh-oh! Things aren't looking good for Sonic. We all know that he doesn't like to lose, but he who fights and runs away, lives to fight another day, right?. Will Wraith and his league of villains win? Keep reading to find out._

_ICY KNUCKLES_


	4. More Trouble

_Station Square…_

Black Doom and the Metarex had almost complete control of Station Square now. The police department had retreated and the fire department was too overwhelmed to stop the spread of wildfire. No citizens were left in Station Square. After Sonic and his group left, either the people were captured or driven underground into the sewers. Black Doom stood on the steps of City Hall awaiting the arrival of a comrade. After about an hour, someone appeared. It was Dr. Eggman.

"Did you find the chaos emerald?" asked Black Doom.

Eggman lowered his egg-mobile and revealed the yellow chaos emerald.

"It's quite easy to find a chaos emerald when that pesky hedgehog is nowhere to be found. It's almost a shame," said Eggman.

"Good work, scientist. Now, deliver the emerald to Wraith. He's waiting on the ARK," said Black Doom.

"For the last time, my name is not scientist. It's Eggman," said Eggman.

"Yeah, whatever. Just do it."

With that, Eggman went to the big transporter set up in the middle of the city. He really was glad that their plan was succeeding, but it just didn't feel right. He wanted to be the supreme overlord of the world. He didn't want to share it with some dark matter being or anyone else.

The transporter was heavily guarded by four Black Arms giants, one guarding it from each corner. Eggman stepped onto the platform and was instantly transported to the ARK.

Eggman walked down the corridor to the main observatory, where Wraith was waiting. He had set up his big monitor screens in the observatory, and it was tuned to Angel Island.

"Phase one is complete. The chaos emerald has been recovered. Station Square has been conquered," explained Eggman.

"Excellent work." Wraith took the emerald from Dr. Eggman. "Now, let's sit back and watch Phase two unfold."

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_Angel Island…_

Knuckles was still ever vigilant due to the change in the wind. He had positioned himself close to the Master Emerald. The only things on his mind were Rouge and the Master Emerald. It was his duty to keep both his treasures safe. He needed to go and check on Rouge, but he couldn't leave the Master Emerald either. In the end, he decided to raise Angel Island back into the sky and check on Rouge. He had lowered it when Silver came to pick up Tikal, but they hadn't gotten back yet. Knuckles turned to the Master Emerald. He began to focus as he usually did to raise the island. Nothing happened.

"Huh?"

Knuckles tried again. Still, nothing happened. Knuckles tried one last time as hard as he could, but the island would not rise. Knuckles was baffled. Suddenly, there was a voice.

"Having trouble raising your island?" said a voice from behind. It was a very slithery voice, a voice you might hear from a talking snake.

Knuckles turned around to face his oppressor. He did not recognize him. It was a red titan of a lizard with a green underbelly and a tube coming out of his mouth that led to a chrome casing on his back.

"What's the matter? Don't remember me? Let me fill you in. It was you and those two hedgehogs that tried to prevent my creator's dream from happening above the ARK."

"Biolizard? Is that you?"

"Very good, my dear echidna. Knuckles, is it?"

"What do you want?" asked Knuckles.

The Biolizard smiled. "I don't want a thing, but my master seems to have a particular interest in your green rock," said the Biolizard.

"You're not getting this emerald unless you go through me," said Knuckles. He shrunk the emerald and put it into his 'pocket'. Then, he got into fighting stance.

"You're going to regret challenging me," said the Biolizard.

"We'll see." Knuckles ran up to Biolizard with his fists ready. He took a swing at Biolizard. Biolizard moved a step to the right and let out his tail. He tripped Knuckles up and made him eat dirt. Knuckles quickly got up and spit the dirt out. He growled, then charged again. This time he stopped and threw a punch. The Biolizard dodged the attack and ran up behind Knuckles at supersonic speed and pushed him to the ground. So far, all the Biolizard managed to do was humiliate Knuckles. Knuckles was getting more steamed by the minute. He punched the ground, which caused a small tremor around them. The Biolizard was thrown off balance. Knuckles ran up to the Biolizard as he was trying to get his balance and uppercut him, which knocked the Biolizard into the air. When the Biolizard came down, he landed on his feet about seven yards away. The Biolizard released his energy ball attack at Knuckles. Knuckles easily dodged it. Afterwards, he released two more into the ground. Knuckles jumped up into the air and glided straight for the Biolizard. The Biolizard grabbed both of his hands and swung him around. He let go and Knuckles was tossed into the side of the shrine. Knuckles got up and shook it off.

"Stay down!" said the Biolizard.

He released his red egg attack. Many red eggs came and surrounded the Biolizard. He aligned them into an inescapable wall. It was too tall for Knuckles to jump over and too wide for him to go around. There was no way to escape. He released them all at once and they came straight for Knuckles. They collided with explosive results. When the smoke cleared, however, there was no body to be found.

"Where did he go?" questioned the Biolizard.

The Biolizard took one step forward. All of the sudden, something grabbed his tail. He looked down to see a big hand with spiked knuckles coming out of the ground. Soon, Knuckles totally emerged from the ground. The Biolizard struggled to get free, but it was no match for Knuckles' power, not at this size. Knuckles did a seismic toss on the Biolizard and threw him off the island. Knuckles went over to the edge of the island to see where the Biolizard had landed. Knuckles was caught off guard and was grabbed by the Biolizard with one hand. The Biolizard had been perched on the side of the island, waiting for Knuckles to come over. He used his free hand to remove the Master Emerald from Knuckles' pocket. Then, he tossed Knuckles over the edge into the sea. Fortunately for Knuckles, he could swim, unlike Sonic.

Knuckles quickly resurfaced and climbed back up to his island, but it was too late. As soon as he reached the top, a ship had come and collected the Biolizard.

"Until we meet again, which will be very soon," said the Biolizard.

"Count on it," said Knuckles.

Rouge, who had just made it to the island, landed next to Knuckles. She saw that he didn't look too pleased.

"What happened here?" asked Rouge.

"The Biolizard stole the Master Emerald," said Knuckles.

"How did he manage that?" asked Rouge.

"He caught me off guard and tossed me into the ocean. Then, he made off with my emerald in that ship that has just left."

"What do you think he could want with it and how did he survive? I thought Shadow and Sonic finished him off."

"I don't know, but I don't think he's in this alone. He's in a new form and everything. He had help returning. I just know it. For one thing, he doesn't own any ships. Also, those ships looked awfully familiar, like I had seen them before," said Knuckles.

"You don't think the Metarex have returned, do you?"

"It's a distinct possibility. The return of the Biolizard is already an unexplainable phenomenon in itself. Anything's possible."

Rouge looked at Knuckles. "Well, I don't know what's going on around here. First, Station Square is invaded and now this."

"Station Square was invaded? Where's Sonic?" asked Knuckles.

"I don't know. The last given report indicated that Sonic was trying to defend Station Square, but nothing was heard about it ever since," explained Rouge.

"What about G.U.N.?" asked Knuckles.

"Actually, I am on my way there, now. I just decided to stop by to say 'Hi'."

"I'll tag along. You might need the protection." Knuckles winked at Rouge.

Rouge smiled back at him as a response. So, together, they went to G.U.N. headquarters.

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_Mystic Ruins…_

Tikal and Silver were enjoying a nice picnic after journeying through the deep jungle to reach Tikal's ancestral home at the temple. Tikal had managed to find an old spear that she probably used in the past. She decided to keep it as a souvenir. "_Knuckles probably has someplace to store this for me,"_ thought Tikal. After taking the rail cart back to the outskirts of the Mystic Ruins, they picked themselves out a nice spot near a waterfall. (It's the waterfall from SA that is next to Windy Valley)

Silver and Tikal were eating the picnic that he had packed. It contained some fruit, four peanut butter and jelly sandwiches, two bottles of Chao Cola, and some carrot sticks. Silver kept looking into her cyan eyes. They had been a couple now for a while and he still couldn't believe it. Tikal was his first girlfriend, and he felt so at peace with her. She was so kind, gentle, and beautiful. Silver really didn't know what Tikal saw in him. Still, he was happy that they were together and vowed to be there for her and protect her always.

"Did you enjoy yourself, today?" asked Silver.

"I'm with you, aren't I?" smiled Tikal.

Silver felt good after hearing that. She actually enjoyed being with him. Suddenly, Silver heard a noise. It was the sound of footsteps approaching. Silver got a serious look on his face. These were not ordinary animal steps. They sounded like metal clanking. Silver took up position in front of Tikal.

"What's wrong, Silver?"

"Someone's coming."

In the distance, a blue blur could be seen coming at light speed towards them. Silver quickly pushed Tikal out of the way and then dove in the other direction himself. The blur kept going until it collided with the wall behind the waterfall. From behind the waterfall came the menacing metallic misfit himself, Metal Sonic.

"It's a Sonic robot," said Silver.

"My name is Metal Sonic. Hand over your chaos emerald."

"_How does he know that I have a chaos emerald?"_ though Silver. "Try and take it," he said aloud.

Metal Sonic chuckled. "I hoped you'd say that."

Metal Sonic turned into his spiked ball form and came right for Silver. Silver used his psychokinesis and caught Metal Sonic. Then, he sent him into the mountainside. Metal Sonic groaned.

"So, you're the new telekinetic hedgehog that Wraith warned me about. Let's see if your telekinesis can match up to my 'Black Shield'."

"Who's Wraith?" asked Silver.

Metal Sonic didn't answer. Instead, he put up his Black Shield. Then, he charged at Silver in spinball mode. Silver tried to retaliate with his psychokinesis, but Metal Sonic slammed into Silver and put him on his back. Silver got up slowly. The metal Metal Sonic was made of really hurt.

"There's no way you can win now that your telekinesis is useless," said Metal Sonic.

As much as Silver hated to admit it, Metal Sonic was right. They were in a clearing and there was no projectile for Silver to use, and since his telekinesis proved useless against Metal Sonic's black shield, he was a sitting duck. Silver had no other choice but to melee fight Metal Sonic. He knew that he was not Knuckles and there was no way he could do any sustaining damage with his bare hands, but he had to protect Tikal.

Metal Sonic attacked again. This time, Silver used his telekinesis to levitate out of the way. Metal Sonic ran himself into the mountainside again. His black shield was thrown down due to his impact. Silver quickly used his telekinesis on Metal Sonic. Metal Sonic instantly responded by raising his black shield again, thus making Silver lose his telekinetic hold on him. Metal Sonic walked up to Silver this time. He knew that Silver could not defeat him in melee combat. Metal Sonic, with his shield still up, threw a punch at Silver, which knocked him back.

"Silver!" yelled Tikal. She was standing on the sideline watching Metal Sonic beat her boyfriend.

Metal Sonic's next punch went into the gut of Silver. It brought him to his knees. Silver tried putting up a telekinetic shield to defend himself, but the black shield allowed his metal fists to past right through. Silver started to cough up blood. He was battered and bruised.

Tikal, on the sideline, started to feel defenseless. She knew that she could not stand up to Metal Sonic's metal body either. Then, she looked at the spear to her side. Maybe, she didn't have to.

Metal Sonic implanted his heel into Silver's back, creating an imprint. Silver howled in pain. He was barely conscious and was steadily losing blood. Then, he reached into Silver's pocket and took the light blue chaos emerald from his possession.

"This is the end, silver hedgehog. I hope you have a safe trip to oblivion."

Metal Sonic raised his metal foot into the air. Before he could strike, a spear was lodged deep into Metal Sonic's head. His black shield was lowered. It seemed that melee attacks could penetrate the black shield, even though other attacks such as chaos spear and chaos blast could not. Silver grabbed Metal Sonic with his telekinesis, and using the last of his strength, slammed Metal Sonic into the mountainside. Silver passed out. Tikal, petrified, rushed over to him.

Metal Sonic emerged from the wall with the spear still in his head.

"I'll destroy you both. I'll- Ahhh. What's happening?" Electrical discharge came from Metal Sonic's body and shocked him.

"_Danger! System repair eminent. Return now. Repeat, return now," said_ Metal Sonic's computer circuitry. Metal Sonic took another step and the electrical discharge forced him to his knees. _"Danger! System repair eminent. Return now. Repeat, return now," _it repeated.

"We'll finish this some other (groan) time," said Metal Sonic. He turned into his spinball form and used his built-in jetpack to escape. He headed straight for Space Colony ARK.

Meanwhile, Tikal was on her knees with Silver's body in her arms. If he did not receive treatment fast, he would die. Tikal started to weep. She did not want to lose Silver. He put his life on the line for her, and no one had ever done that before for her. She knew that she should tend to his wounds, but she couldn't leave him there.

All of the sudden, two figures landed near them. It was Knuckles and Rouge. They rushed over to Silver and Tikal.

"What happened here?" asked Knuckles.

"A metal version of Sonic attacked," explained Tikal.

"What? Black Doom, the Metarex, the Biolizard, and now Metal Sonic, too," said Knuckles

"This is truly something big," added Rouge.

"Figure it out later, but now we've got to help Silver," said Tikal.

"Okay, here's what we're going to do. Rouge and I will be back in a second. Tikal, I need you to drag Silver over by the waterfall," said Knuckles.

Rouge and Knuckles left. Tikal did not understand, but complied. She slowly dragged Silver's body over to the waterfall, careful not to drop him or cause anymore cuts. As soon as she reached the waterfall, Knuckles and Rouge had returned. Knuckles had two flowers and some big tree leaves. He walked over to Silver.

"The ways of our people remain strong," said Knuckles to Tikal. He took the two flowers and sprinkled some of their pollen into his wounds. Then, he went over to the waterfall and dipped the tree leaves into the water. He applied the wet leaves over Silver's wounds like bandages. Then he sighed.

"Will he be okay?" asked Tikal.

"He'll be fine. The pollen and leaf application will stop him from being lost to us, but he still needs medical treatment," said Knuckles.

"G.U.N. has an infirmary. We can take him there," said Rouge.

"An excellent idea," said Knuckles.

"I'm going too. There's no way I'd ever leave Silver's side when he needs me," said Tikal.

Knuckles and Rouge smiled. They completely understood because they knew they'd do the same for each other as well.

"Then, let's go," said Knuckles.

Knuckles grabbed Silver and placed him gently on his back. Then, while trapping air under his dreadlocks, took to the air. Tikal and Rouge followed. Tikal was also able to glide when air was trapped under her dreadlocks. And so, the four of them raced off to G.U.N. headquarters. One question still remains. Why hasn't G.U.N. preceded to help Station Square?

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ICY KNUCKLES


	5. The Fall of GUN

Three Words for you: Read and Enjoy. Knux/Rouge 4 life.

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_Back onboard the ARK…_

A Metarex ship pulled into the docking bay of the ARK. Out came two Metarex Elites and the wounded Metal Sonic. The spear was still stuck in his head. He slowly treaded to the main observatory where Wraith was, sparks falling out of him the whole way. He entered and fell in front of Wraith. He let out a robotic groan.

Wraith wasn't the least bit interested in him. He simply grabbed the chaos emerald and left the wounded Metal Sonic there.

"That makes three chaos emeralds and one master emerald. Only four more to go," said Wraith.

Dr. Eggman then entered the observatory.

"The attack on G.U.N. has begun," said Eggman.

Wraith looked over at him. He was very pleased, but it was something about those evil eyes that made him always seem a little displeased. He cackled evilly.

"Soon, the world will be defenseless. Then, after we have taken it over, we're going to destroy this damn planet. Then, the universe." He cackled evilly again. This time it was more psychotic and barbaric.

Metal Sonic crawled over to Wraith's leg. He was still groaning in pain. Wraith simply kicked him over so that he lay on his back.

"Take care of him, Eggman," commanded Wraith. He then levitated out of the room, not walked. Eggman walked over to Metal Sonic. He had gone silent. Eggman clapped his hands and a replicate of E-100 Zero came through the door.

"Take him to the Metarex workshop," commanded Eggman.

Zero picked him up and placed Metal Sonic on his shoulder. Then, he exited the observatory, leaving Eggman alone. Eggman was still thinking about what Wraith had said. He wanted to conquer the planet and afterwards maybe even conquer the universe, but was Wraith really planning to destroy it?

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Central City…

In Central City, the Metarex were attacking. They were being led by Dark Oak and Black Narcissus. G.U.N. had rallied their entire army at Central City to protect the President and G.U.N. HQ. That's why they hadn't gone to Station Square to fight the Black Arms. They hadn't been able to leave Central City because of the Metarex. Close to HQ, the commander (seen in Shadow the Hedgehog) was holding it down.

"Have we had any luck stopping these things?" asked the commander to one of the soldiers.

"Negative, sir. Their armor is very strong. We have destroyed very few of those creatures, and we're losing soldiers by the dozens," said a soldier.

There was a loud explosion that was heard all the way where they were.

"Any word on Rouge or Shadow?" asked the commander.

"Shadow hasn't responded and there was too much static to get through to Rouge," said the soldier.

Above, Metarex ships and G.U.N. planes were locked in combat. G.U.N. planes were falling left to right. A ground mortar was launched into the air at one of the Metarex ships. It was shot down and landed on a rooftop, where it exploded.

"Have the President and all the citizens been evacuated?" he asked.

"Negative, sir. Our rescue teams are meeting heavy resistance on the outskirts," said the soldier.

The commander punched the tank he was standing next to. This was serious. He feared that they would lose the battle, and he knew that if G.U.N lost the battle, humanity might lose the war. Another three planes were shot down. The ground forces were being driven back. To make things worse… What am I saying? Things couldn't get any worse. Could they?

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Shadow and Blaze were at a bistro in a booth in Hydro City. They were enjoying a variety of seafood platters and finger foods and a little kissing as well. Blaze was sitting next to Shadow with her head resting on his chest. Shadow had his arm around her. She had he eyes closed as the lights dimmed and an amateur poet came to the stage. Shadow was paying attention to the poet. He was very deep for an amateur. His poem was on loyalty, respect, and doing what's right. Shadow was rudely interrupted by his G.U.N. communicator going off in his pocket. Shadow groaned. He was really not in the mood to be bothered now. He was on a date with his newly found love and did not want to be disturbed, but he suddenly thought about what the poet had said about doing what's right and answered the communicator.

"This is Shadow," he said.

On the other end, a frantic voice came on. "SHADOW, THANK GOD!!!!!!! We know this is your day off, but your assistance is greatly needed. It is imperative that you come to Central City right now," said the soldier.

"Can't you handle it? I'm on a date," said Shadow.

"We would if we could. Some robotic-looking things are here and it's not looking pretty. Shadow, we beg you," pleaded the soldier.

Shadow grunted and Blaze woke up.

"What's the problem?" she asked.

"Listen, I got to go. G.U.N. has called for me to come to Central City. I have to go, or else believe me, I'd stay here with you. I'll make it up to you later. I'll rub your feet. How'd you like that?" said Shadow.

Blaze giggled. "Sounds like a plan. Why don't I go with you, though?"

"It could be dangerous," warned Shadow. He couldn't bear the thought of Blaze getting hurt.

"I don't care. I WANT to go. You might need me," said Blaze.

"No! That's my final answer."

Blaze started to ignite. Her arms were ablaze. Under the dimmed lights, Blaze glowed bright and caught the attention of several other people there including the new poet. Shadow did an animated sweat drop. He knew he was in for it unless he let her tag along.

"Alright, you can go. Flame out," said Shadow.

Blaze started to revert back to her original purple fur. Shadow grabbed her by her hips and brought her in close. He then revealed the dark blue chaos emerald.

"CHAOS CONTROL!"

Shadow and Blaze suddenly disappeared in a barrage of bright lights. The crowd cheered loudly. They thought it was all part of the act.

Suddenly a waitress came over to their table. "Hey! They didn't pay," she said.

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Shadow and Blaze reappeared in front of a Popeye's chicken. They looked around to see that the city was in ruins. Shadow wasted no time debating it, however. He quickly picked up Blaze, which she liked, and dashed. As he went around the city, sounds of battle could be heard. Shadow heard nearby screams and hurriedly dashed that way. When he made it, he found a group of people being attacked by Metarex Elites, which was confusing to him because he thought that he and Sonic had destroyed them all. Hell, he had almost died trying to do it. Standing there defending the people were some G.U.N. troops and…Omega? Shadow wondered what Omega was doing there, but he knew that he would just have to ask later. Shadow put Blaze down and did a homing attack that ripped right through a group of Metarex. Then, he picked up an assault rifle that had belonged to a fallen soldier and attacked. He did a homing attack right through the chest of an Elite, and then he shot three more in the head and they fell to the ground and went offline.

"Alright, Shadow!" said a soldier.

"What's the situation?" asked Shadow.

"These things appeared earlier today and just started ransacking Central City. We heard reports about a similar problem in Station Square, but these things got the entire G.U.N. army held here. We've been trying to reach you for over an hour. Where were you?" asked the soldier

"I was with my girlfriend, but that's not important. I've seen these things before. They're called Metarex. I thought that they were all gone, but I obviously missed a few," said Shadow.

"You missed a lot," said the soldier.

Shadow gave the soldier a look, but decided to remain silent.

"Who's leading the Metarex? I'll be sure to send them back to hell," said Shadow.

"From what we can infer, there are two mother ships suspended above G.U.N. HQ."

"That's all I needed to know." Shadow dashed off with Blaze in his arms, a gun on his back, and Omega behind him. They kept going until they came upon the armada of ships fighting with G.U.N. The first thing Shadow did was check in with the commander. He placed Blaze on the ground.

"It's about time you made it here, Shadow," said the commander.

A soldier came over.

"Sir, the two lead Metarex have been spotted inside the headquarters," said the soldier.

The commander turned back to Shadow.

"Alright, Shadow, Take a team of G.U.N. soldiers into the headquarters and kill off the two leaders. Once that is done, maybe we can handle the rest," stated the commander. He looked over and saw the purple cat with Shadow. He seemed to recall Shadow having a picture of her in his locker.

"Is that your girlfriend?" asked the commander.

Shadow blushed a little. "Uh, yeah," he said.

"She's cute. Take good care of her," said the commander, trying to sound like a father-in-law.

Shadow smiled. "I will." Then, he dashed towards the HQ with Blaze and Omega following.

The G.U.N. HQ was quite big. It consisted of five floors and a helipad on the roof. Shadow entered through the main doors. He was immediately ambushed by some Metarex Elites. As two Metarex Elites rushed him, he grabbed them and smashed them into each other. Then, he simply tossed them aside. To his right, Blaze was dropping them like flies. Because of her pyrokinesis, it was easy for her to melt the armor on the Metarex Elites and destroy them.

"Annihilate," said Omega.

He used his robotic arms to punch right through the Metarex Elites. An Elite jumped on his back, but his robotic strength allowed him to fence him off and Omega tossed the Elite over to the service desk. Shadow used his chaos spear to skewer six more. The more they fought, the more Elites that came into the room. They were pouring in from upstairs. Shadow and his team of G.U.N. soldiers were being pushed back outside by the overwhelming swarm. G.U.N. robots were being called in to fight off the Elites further inside the base.

"It'll take forever to get into the building unless I find some other way," said Shadow pulling out a chaos emerald. He turned to Omega. "Omega, continue the assault to the inside. Blaze and I will 'go around'."

"Affirmative," said Omega slamming an Elite into the ground.

"Chaos Control!"

Shadow and Blaze were engulfed in a barrage of light while Omega and his troops continued to fight outside. They reappeared on top of G.U.N. on the helipad. Standing there was Black Narcissus and Dark Oak. They were instructing the Metarex Elites.

"Hurry up and place the bomb so we can blow this taco stand," commanded Black Narcissus.

Shadow overheard and realized that their main objective for being here was to damage G.U.N. so that the world would be defenseless.

"You're not blowing anything up today," said Shadow.

Dark Oak and Black Narcissus turned around to see Shadow and Blaze facing them.

"Look who it is, Narcissus. It's Sonic's twin."

"My name is Shadow the Hedgehog and it would be in your best interest to consider me a threat."

"Oh, but I do. That is why I must destroy you," said Dark Oak.

Black Narcissus pulled out a gadget. "His power level is off the scale. This can't be possible unless he has a chaos emerald on him."

"How convenient. Not only do we get to blow up G.U.N., but we get a consolation prize as well," gloated Dark Oak.

"We'll see if you get this emerald," said Blaze.

"Do you really think that you can stop me, pussycat?" asked Dark Oak.

Blaze was really steamed by that comment. She conjured up a fireball and launched it at Dark Oak. Dark Oak simply stood there and took the blow.

"Foolish cat. My generals and I are not easily hurt," explained Dark Oak.

Dark Oak was so focused on Blaze that he didn't see Shadow come up from behind and use his chaos magic. It sent Dark Oak back a few feet.

"Enough toying around. It's time to destroy you Shadow and get that Emerald for our leader," said Dark Oak.

Shadow faced Dark Oak and Blaze faced Black Narcissus. It was time to battle. Dark Oak started off by rushing Shadow. Shadow spinballed out of the way, but Dark Oak was fast. He popped Shadow while he was spinning and slammed him through the roof onto the fifth floor. Shadow landed on his stomach. He got up and went back in.

Topside, Black Narcissus was using his staff to try to get the best of Blaze. Blaze was dodging as best she could. Black Narcissus got lucky and the staff collided with her jaw. She was thrown onto the ground by impact. Blaze's hands and feet started to burn. She got back up, very steamed. When she got up, she seemed to move faster and her blows were more powerful. Black Narcissus swung his staff, but Blaze quickly leaned to the left and went to work on his abdomen as if it were a speed bag. She finished with an uppercut that put him on his back.

Down below, Shadow and Dark Oak were swapping blows quite fiercely. Down there with them were Metarex Elites and G.U.N. robots. They were locked in combat. Shadow pulled out his assault rifle that he had on his back. He shot a few bullets, but they all bounced off of his armor. Shadow did a chaos spear at Dark Oak. Unfortunately, he caught it. Shadow was in awe by this. Dark Oak had caught his famous Chaos Spear like it was a baseball. Then, he turned it into a ball form by squeezing it. He launched it at Shadow, but he was not damaged. A giant red robot had appeared in front of him and took the blow. It was another Diablon. The commander was commandeering it.

"Looks like you could use some help," said the commander.

Shadow gave a small smile and then with the commander's help, turned to face Dark Oak.

Black Narcissus was twirling his staff around. He had a new mirror in it. He stopped for a frame check and gave himself a thumbs up. Blaze came soaring through the air and collided with Black Narcissus by executing a flame kick. Black Narcissus had a heel print on his chest where Blaze's burning foot had touched him.

"How dare you ruin my perfect shine!"

"Before this is over, I'm going to ruin more than that," said Blaze.

Blaze kicked again. This time, Black Narcissus caught her foot and slammed her over his head into the pavement by her heel. It busted up her grill. Her lips were bleeding as was her mouth.

"Did I hurt the little pussycat? So sorry about that," said Black Narcissus.

Blaze tried to crawl away so that she could regain her footing, but Black Narcissus grabbed her by her foot and held her up.

"Here, kitty, kitty, kitty," taunted Black Narcissus.

"Shadow, help!" yelled Blaze.

Down under, Shadow was able to hear Blaze's scream. He quickly dashed towards the hole in the roof, but he was picked off by Dark Oak. Dark Oak tackled him from the side and he fell onto the ground.

"I'm not through with you yet," said Dark Oak.

Shadow had fire in his eyes and at the same time worry. He just had to get up there to save her. Shadow stood up on his two feet to see Diablon come over and hit Dark Oak with a particle beam.

"Leave this to me. Go save your lady," said the commander.

Shadow wasted no time getting to the roof. HE knew he had to hurry back because he knew that Diablon could not defeat Dark Oak alone. When he reached the roof, he saw Blaze strangling in Black Narcissus's grip.

"Shadow! We were expecting you," said Black Narcissus. "You want to save her life, then hand me your chaos emerald."

Shadow knew that he had come to a standstill. He did not want to risk the life of the girl he loved by making moves. Shadow the Hedgehog surrendered. He took out the dark blue chaos emerald and laid it on the ground. He saw that Blaze was still struggling to breathe.

"Let her go! If you hurt her anymore, you will feel my wrath," said Shadow with his rage building.

"If you say so, Shadow," said Black Narcissus. He tossed Blaze into the air and over the edge. Shadow rushed to save her. He jumped over after her.

"The charges are set," said one of the Elites.

"Good, then let's get out of here," said Black Narcissus He walked over to where Shadow had left the emerald and picked it up.

Dark Oak and Diablon were still going at it.

"Enough of this," yelled Dark Oak.

He went full speed at Diablon and pierced it. He went right through the Diablon like a needle through some cotton. The Diablon had started to explode, but the commander ejected just in time. Now, he lay helpless in front of Dark Oak and now Black Narcissus, who had just joined.

"All bombs in place. Let's go," said Black Narcissus.

"Just a minute," said Dark Oak. He raised his hand and prepared to strike. He was then interrupted by a bit of chaos magic.

"Leave him alone," said Shadow with Blaze at his side. Shadow had reached her in time and then used a tank on the ground to be shot back up to the roof.

Shadow launched himself at Black Narcissus and landed a direct hit. Black Narcissus fell onto the floor.

"Black Narcissus, get up. You're a general, goddamit," said Dark Oak.

Black Narcissus pulled himself up and together and then together, he and Dark Oak made a run for it. They got into their respective ships and flew off.

Shadow and Blaze chased them to their takeoff. Then, as they left, Shadow noticed the bomb on the roof. He walked over to it. It was designated to blow in five minutes.

"Blaze, go and clear everyone of the building. It's gonna blow. There's no time to get the bomb squad up here," said Shadow.

"What about you?" asked Blaze.

"I've got something to do before I leave. Don't worry. I'll catch up," said Shadow.

"Okay," said Blaze softly. "Be careful."

Shadow gave her a smile and took off. He ran until he found G.U.N.'s main computer. He entered a disk and began downloading its mainframe. Shadow waited patiently for it to finish. He took the disk out and started to exit until he saw that another bomb was in the corner. He looked over to that bomb. Its timer was shorter. It was at 0:03………0:02………..0:01…………..0:00. BAAAAANG! G.U.N. headquarters was no more.

Blaze had gotten everyone a safe distance from the building. The explosion had covered two blocks in debris. Blaze walked over to the destroyed building in search of Shadow.

"Shadow!" she called. No answer. She got closer to the building and called out again. "Shadow!" Still, no answer. Blaze had expected the worse. There was no sign of him. It looked as if Shadow the Hedgehog had been destroyed along with G.U.N. Blaze got on her knees and immediately tears began to roll down her face. Her Shadow was gone, the person she loved with all her heart. These wounds would never heal. Blaze was still crying when a cold hand was placed on her shoulder.

"I'm sorry," said the commander. A small tear escaped his eye.

He looked over to at the destruction one last time. To his astonishment, he saw a silhouette moving in the smoke. Soon, the silhouette took more form. It was then clearly identifiable as a hedgehog. Out from behind the smoke emerged, a battered and bruised Shadow the Hedgehog.

Blaze's eyes suddenly got heavier with tears, but not of despair. They were tears of joy. She rushed over to her wounded love and embraced him tightly. The commander smiled at their reunion.

"I thought I had lost you forever," said Blaze.

"I told you that I'd never leave you," said Shadow.

"How did you…?" Blaze's question was cut off when Shadow revealed his dark blue chaos emerald.

"I took it from Black Narcissus in that last attack," said Shadow. "He probably doesn't know that he dropped it."

"I don't care if he does know. As long as I still got my baby, I'm happy," said Blaze.

Blaze and he were then intertwined by a deep kiss. It lasted for about ten seconds. It was the most satisfying and rewarding kiss Shadow had ever received.

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Even though, Black Narcissus and Dark Oak were gone, their Metarex army remained. This fight was still going on. Then, Shadow got a call on his communicator.

"Rouge is this you?" asked Shadow.

"What kind of greeting is that Shadow?" asked Rouge from the other line.

"It's the kind of greeting I give when I'm in a bad mood," said Shadow.

"What happened?"

"G.U.N. was destroyed."

"What?" screamed Rouge in disbelief.

"The Metarex, led by Dark Oak and Black Narcissus took it out quick and clean."

"Listen, I see that Metarex are still all over Central City. Can you meet me in the grove east of Central City?" asked Rouge.

"Give me a few minutes."

Shadow, Blaze, and Omega, who finally rejoined them, headed east. Shadow stole a parked car on the side of the road and took it. He drove through the collapsing city to the small grove east of the city. He finally reached the entrance and then they all continued on foot. After about a minute, they came upon Rouge, Knuckles, Tikal, and Silver. Tikal was by Silver's side. He was perched up against a tree still unconscious, but he seemed to be in stable condition.

"What happened to him?" asked Shadow when he saw Silver.

"Silver!" Blaze ran over to him.

"Metal Sonic," said Knuckles.

"Damn, that's messed up. Metal Sonic couldn't be behind this alone. I think the Metarex have joined forces with our past enemies and formed an alliance," said Shadow.

"There's just one problem with that," said Knuckles. "None of them are calling the shots. The Metarex and the Black Arms already have armies and would not seek help from others. It takes someone extremely powerful to have two armies at his disposal."

"His name is Wraith," said Tikal. Everyone turned to face her. "I overheard Metal Sonic say his name when he and Silver were fighting. The leader's name is Wraith."

"He must be very powerful. It took him less than an hour to destroy the G.U.N. headquarters," said Blaze.

"Omega, access your G.U.N. protocols," said Rouge.

"ACCESSING……………………………. No record found," concluded Omega.

"There's no record on him in G.U.N.'s protocols. He has to be a new guy or else G.U.N. would know," said Rouge.

"Maybe he came from outer space like the Metarex," said Knuckles.

"That's feasible, but it can't be proved. I'm sure someone knows something about him," said Blaze.

"We may not know anything about him, but we do know that whoever he is, he's strong. As much as I hate to admit it, I might need Sonic's help to defeat him," said Shadow. He then looked over to Silver. "And maybe his as well."

"Sonic was last seen in Station Square, but he soon retreated with Tails because there were too many Black Arms there," said Rouge.

"Then they are most likely at Tails' workshop," said Knuckles. "Let's head over there and see if it's still standing."

"I have a shortcut," said Shadow, revealing a chaos emerald.

"CHAOS CONTROL!"

Everyone disappeared in a barrage of lights.

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	6. Sky Battle

Shadow's group reappeared in front of a demolished building previously known as Tails' workshop. The group just stared in awe at the wreckage.

"So what do we do now?" asked Rouge.

Knuckles start to walk towards the jungle. Silver was on his back.

"This way," he said.

Rouge and the others followed suit. They had no idea where he was leading them, but thought it best not to argue.

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_The ARK…_

Wraith was chewing out Dark Oak and Black Narcissus for their failure to retrieve the chaos emerald.

"I will not stand for incompetence!" yelled Wraith with eyes redder than usual. Dark Oak and Black Narcissus stood trembling. They had remembered how this guy had broken down Mephiles. They knew it was best not to challenge him. "I should destroy you both!"

Black Narcissus and Dark Oak bowed their heads and awaited their end. "However, you did manage to succeed in taking out GUN. I'll let you live, but foul up again and it'll be the end of you," said Wraith a little softer. His voice sounded a little feral.

"It will not happen again," spoke Dark Oak.

"For your sakes, it better not," said Wraith. "Now, begone from my sight."

Dark Oak and Black Narcissus scurried away, fearful of what may happen if they stayed around there.

"Sonic, I eagerly await to meet you. The time is almost at hand. After this one final step, you and I will meet." The room goes dark and the only things still visible are Wraith's glowing red eyes.

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_Babylon Gardens…_

Jet, Wave, and Storm, along with some other Babylon Rogues that previously moved back to Babylon Gardens were gathered in front of a giant plasma TV that resided in the throne room.

"_This is Ulala reporting for GAN, Global Affairs News. In the past few days, the world has gone to turmoil. A group of villains began attacking various parts of the world, attacking mostly major cities. So far, all attempts at stopping these villains have been thwarted. Even Sonic and his allies seem to be outmatched by the combined efforts of these forces. It all started with an attack on Station Square. We can see Sonic here being driven back by this alien known as Black Doom. It was thought that Black Doom had been destroyed by Shadow, but that obviously was not the case. In this other incredible footage, we can see a fiery monster, now confirmed to be named Iblis, being set loose on Emerald Town. Another supposed member of this group is the water monster known as Chaos, who flooded Station Square years ago. We can see him here in the ancient kingdom of Soleanna causing more havoc. In the latest development, the world's strongest military headquarters has been taken down by two unknown forces. They seem to resemble robots, but it is unknown at this time what they really are. GUN tried its best, but the end resulted in the loss of its main headquarters. We'll keep you posted on all the latest developments in Earth's darkest hour. This is Ulala at GAN signing off."_

Jet turned off the TV. The report intrigued him somewhat.

"So what do we do?" asked Wave.

"We do nothing," said Jet.

"What?" asked a big red and black robin. In fact, he was about the size of Storm, if not bigger.

"I said we do nothing, Rampage," repeated Jet. "This is not our fight. Our place is here, guarding our sacred home. If the fight is brought here to us, so be it, but the affairs of the people on the surface are not our concern."

"This is a mistake, Jet," said a bald eagle. He resembled Jet, but the coloring was different.

"I'm just looking out for the interests of our people, Borais. You know how long it took us to find each other. I just want to make sure that we survive. There's so few of us left, my brother."

"Do you seriously think that we can remain hidden forever, Jet. If the world below us fall, we're next," said a dark-colored raven. She had green eyes and wore a purple bandana on her head. Her attire was a blue-violet tank-top similar to Tikal and a miniskirt.

"Raven, I know that they'll eventually find us. It's not that easy to miss a giant floating kingdom. When they do find us, we go out together," said Jet.

"Where's the logic in that, Jet?" asked a blue jay who was bigger than Jet, but smaller than Storm. He had a katana sword that he took everywhere he went. He was the bird equivalent of Espio in Ninjitsu. His attire included old Japanese samurai wear.

"It's logical as in unity. We stick together and we die together, Galeon."

Suddenly, something impacted them. It hit with such force that all of them were sent tumbling into the ground.

"What was that?" asked Rampage.

Wave ran over to the scanners that are kept in the corner of the throne room.

"We have incoming. It looks like a whole fleet of ships," said Wave.

"It sure didn't take them long to find us," said a white quail. She wore a white dress with one leg showing.

"Well, Tundra, we have Jet to thank for that. We could have been on the ground, but now we're trapped like rats," said Rampage.

"We must fight," said Galeon.

"I agree. Storm, fetch Nightscream, Falcone, and Rain. We're going to defend our home," said Jet. "Meet up at the hangar."

About a minute later, all eleven birds were in the hangar.

"Here's the plan: Tundra and Nightscream will stay here and operate the ground turrets while the rest of us take to the air in our fighter jets," said Jet.

"This is suicide, Jet," said Falcone, "but I'm with you all the way."

Falcone and Nightscream were both falcons. Falcone was brown and Nightscream was black. Nightscream was younger than the others, but he was very skilled in anything he did. Falcone was older than Nightscream and very loyal. For some odd reason, he wore a red cape. He was someone you could depend on anytime.

Everyone did as they were told. Jet and the others boarded their aircrafts and opened the hatch door. Soon, the 9 were in the air and the remaining two manned their turrets. They looked off into the distance to see an armada headed straight for them. They were outmatched but not afraid. They would fight with valor to the very end. Jet led and they immediately opened fire when they were in range. Soon, they scattered out and a sky battle was abroad. At the very end of the attacking fleet were three giant ships. They were being controlled by Pale Bay Leaf, Red Pine, and Glacius.

Soon, the Metarex began dropping like flies. The Babylon Rogues were sustaining minimal damage. Tundra and Nightscream were stationed on the roof. Carefully aiming, they managed to hit a couple of Metarex ships. (No, the Babylon Rogues do not know who the Metarex are yet.). Jet did a loop-de-loop and sprayed a barrage of shots that sunk three ships. Rain had taken a hit in her rotor. She now had a faulty jet. It was hard to navigate with a busted rotor. Rain was not good with aeronautics. Even though she is a golden hawk, she never really liked flying. She much rather preferred practicing her genie magic.

Elsewhere, Rampage and Galeon spotted the three big ships. They had started attacking Babylon Gardens. One fired a missile at Tundra and Nightscream, who were still in their turrets. Tundra and Nightscream both jumped from their turrets. They made away just in time to dodge the missile attack that destroyed their turrets. Now, their only defense was their fighter jets. One of the giant ships boarded the roof of Babylon Gardens. Out stepped a white robot with a few Naga Metarex as well. (The Naga are the ones with snake bodies.).

"Find the chaos emerald," said the leader.

"They're after the chaos emerald," concluded Nightscream.

"Then it's up to us to stop him," said Tundra.

The Naga Metarex blasted a hole in the roof and jumped down into the palace. Glacius followed after with Tundra and Nightscream after him.

Unbeknownst to the other two giant Metarex ships, Rampage and Galeon had secretly boarded their ships. Galeon used his katana sword while Rampage punched a hole in the other. Rampage charged his way through the entire ship. He was headstrong and very aggressive, especially in battle. A few Metarex Elites tried to stop Rampage, but they got trampled by his overwhelming force. Soon, he made it to the bridge. A three-eyed, green robot sat in a captain's chair and was facing Rampage.

"Who are you and why have you attacked us?" asked Rampage.

"My name is Pale Bay Leaf, and I wouldn't worry about why I have attacked. Just know that this is your last stand." Pale Bay Leaf rose from his chair and stood. Immediately, Rampage charged at him and gave him a punch to the head which threw him an inch back. It didn't even scratch him.

"Is that your best shot? Pathetic!"

"Shut up!" said Rampage. He charged at Pale Bay Leaf again. This time, Pale Bay Leaf dodged to the left and gave the robin two hits to the gut and an uppercut to finish. Rampage went flying across the bridge.

In the other ship, Galeon had come face to face with Red Pine.

"I've been looking for a fight," said Red Pine. "I see that you're also a swordsman. Let's compare." Red Pine drew a saber from his back. His sword was red with a jewel similar to the one their eyes are made of on the handle.

Galeon and Red Pine started a swordsman clash. It was like something out of Zorro.

Jet, still outside fighting with Wave, Storm, Raven, Falcone, Borais, and Rain had noticed that Rampage and Galeon were missing. He also noticed one of the giant ships had landed on Babylon Gardens.

"Shit! Storm, come in. Where's Rampage and Galeon?" asked Jet.

"I think I saw them board the other two giant ships," replied Storm. "What do you want us to do, boss?"

"Wave, you and I will keep fighting," said Jet. Then, he frequencied the radio so that all could hear. "Falcone, you and Raven go investigate what is happening at the palace. Borais, you and Rain go and help Rampage and Galeon."

The four birds obliged and left. Then, only the three original Rogues were left behind.

Back in the palace, the Naga Metarex were wrecking it in search of the chaos emerald. Suddenly, two Nagas were ambushed by Tundra and Nightscream. Tundra used a metal boomerang to stun them and Nightscream used a supersonic screech to confuse and short circuit them. Glacius and the Naga Metarex kept searching. Tundra and Nightscream were overwhelmed by their force. Suddenly, two more birds came to play. Falcone came in and used gadgets to fight such as his falcon bombs and strike chains. He had no special trait, but was quite skilled at ass kicking. He flew over the Nagas below and landed on Glacius's back. Falcone attached two falcon bombs to his back and jumped away. The explosion caused Glacius to start to melt.

"No!" exclaimed Glacius.

Glacius threw ice shards at Falcone. He managed to dodge two, but one struck him in the beak. It stung.

Meanwhile, Rampage and Pale Bay Leaf were going at it. Rampage picked up Pale Bay Leaf and threw him onto a control panel. As Pale Bay Leaf was getting up, Rain came in.

"What is that?" asked Rain.

"A really ugly robot," said Rampage.

"My name is Pale Bay Leaf and I am known as a Metarex, one of the most feared names in the entire galaxy."

"Don't you ever shut up?" said Rampage.

Pale Bay Leaf cackled. "As you wish." He pressed a button on the control panel and the floor electrified, shocking both Rampage and Rain. They fell to the ground, unconscious. Next, a hole opened in the floor. Rampage and Rain both fell and crashed onto the road of Babylon Gardens.

"Fools!" said Pale Bay Leaf.

Jet saw his two friends fall down onto the road.

"No!" he yelled.

He opened fire on Pale Bay Leaf's ship. It didn't even scratch it.

"Fire!" yelled Pale Bay Leaf.

"Negative. Weapons offline," said the computer.

Pale Bay Leaf looked over at the smashed console.

"Shit!"

Back at Red Pine's ship, he and Galeon were still sword fighting. Red Pine jumped up in the air for a spinning swipe, but it was deflected by Galeon. Red Pine kept swinging, and Galeon kept deflecting. Red Pine jumped in the air. Galeon did the same. They both took their swipes. They both landed on opposite sides of the room. The next few moments were silent. Finally, Galeon dropped his sword and fell to the ground. He wasn't dead, but there was a huge gash on his shoulder. Even though Red Pine didn't know it at the moment, Galeon had struck him as well. His organic fluids leaked out like a faulty drip. He tried to turn around, eager to finish Galeon, but when he tried, his body fell to the ground, immobilized.

Borais suddenly appeared. He scanned the room to see that both Red Pine and Galeon were down. He completely ignored Red Pine and rushed over to Galeon. Galeon's samurai clothes were torn and stained red with blood.

"Noooo!" A tear escaped Borais's eye. He wasn't sure if Galeon would make it. He picked up Galeon and placed him on his back, grabbed his sword, and evacuated the ship. He had to find Rain, for only her expertise of genie magic could possibly save Galeon's life.

"Guards!" called Red Pine weakly. Three Metarex Elites appeared. "Begin repairs." Red Pine fell unconscious with one last groan.

Back in the palace, Falcone had his hands full with Glacius. Nightscream, Tundra, and Raven were occupied with the Nagas. Falcone threw a strike chain at Glacius. It was caught and Glacius threw Falcone across the room. He proceeded to look for the chaos emerald. The green chaos emerald was found in a treasure chest under Jet's bed.

"This'll do quite nicely," said Glacius.

"Going somewhere, Glacius," said Falcone.

"I'm getting out of here, through you if necessary," said Glacius. "After we're done here, we're going to destroy this damn place."

Tundra, Nightscream, and Raven finally made it through all the Naga Metarex. All that was left was Glacius against four Babylon Rogues.

"We won't let you," said Raven.

"You have no choice," said Glacius. He conjured up a blizzard. It blew hard, with such force that Raven was thrown against the wall with Tundra headed right for her.

Nightscream let out a deafening screech, which caused Glacius to cease with the Blizzard and cover his 'ears.'

Falcone pulled out a flame sword.

"You're finished," said Falcone. He charged at Glacius, who was still in pain from Nightscream's screech and took a final swipe right at his torso. Glacius was literally cut in half. His top half fell off and hit the ground in front of his bottom half, which fell backwards. His mutilated corpse was still holding the chaos emerald. Nightscream pried Glacius's hand loose of the emerald. He held the emerald up. No sooner than he held it up, Pale Bay Leaf snuck up on him and took it from his grasp.

"Thanks fool." He scanned the floor and saw Glacius disintegrate in front of his very eyes. "You killed Glacius? For that you'll pay!"

Pale Bay Leaf left the palace through the hole in the roof made by the Naga Metarex. Then, he commandeered Glacius's ship since his weapons were offline.

"Attention, all ships. Blast this place into rubble," said Pale Bay Leaf.

The few remaining Metarex ships stopped fighting Jet, Wave, and Storm, and began attacking Babylon Gardens.

"No, we must stop them," said Wave.

They turned to fight the Metarex. A stray shot from Pale Bay Leaf hit Storm's wing. His ship started spinning out of control. It was headed for the ground.

"Storm!" shouted Wave. She dived down towards his ship, but Pale Bay Leaf shot her ship in the rear and she headed down as well.

"Wave, Storm!" called Jet. "You animal! How could you do such a thing?" said Jet.

"I am far from an animal," said Pale Bay Leaf.

"I don't care what you are. You're going down," said Jet in fury.

Jet was all alone now against the Metarex forces. His rage overflowed his logic and he was quickly hit, loosing both his wings. He headed down with a nosedive. All seemed lost for the Babylon Rogues as he plummeted to the ground below. Halfway down, Jet hit the eject button as flew down to the surface since Babylon Gardens is unreachable by normal flight. When he reached the ground, he was relieved to see that Wave and Storm had landed safely. He soon landed right next to them. They could only watch as Babylon Gardens was destroyed.

Fire and explosions could be seen from the ground. Jet and co. were not worried about their home, but about their 8 comrades, who were still up there. Could they get away, or would they be destroyed? Jet prayed that the latter didn't happen.

After a few minutes of bombarding Babylon Gardens, it started to fall. Debris fell from there and landed all around them in the trees and on the shrubbery. Storm's eyes shed a tear as their ancestral home landed about two miles away with a loud crash. Up in the sky, the Metarex were retreating. They had won.

"What now, boss?" asked Storm.

"Let's go to the wreck site and see if our friends are still there."

It was a long, silent flight to the wreckage site. They were all wondering what had happened. Jet was thinking about the whole situation. He blamed himself for the fall of Babylon Gardens. He should have been better. He should have done more. That was all he could think about. Wave was thinking about Tundra and Rain, who were her best friends. She was also thinking about Borais, her new love interest after she and Jet decided to go their separate ways. She hoped he had survived. Storm had different things on his mind. He had never seen such carnage before in his life. Such mindless destruction had never before been known to the bulky albatross.

They finally reached the crash site. All was quiet. It was in ruins. No one could be found. For the next two hours, they searched their destroyed home and came up with nothing. Only a few personal belongings survived the crash. The remains of one of Falcone's falcon bombs were also savaged.

"We have no choice here, but to presume the worst. Our friends were killed during the fall. We have no home now or any heritage. All is lost. The only thin we have now is each other. And I vow that the Metarex who done this will PAY!" said Jet.

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What a battle! How did you like my new Babylon Rogues? What will happen next? You'll have to wait for my next update, which will be soon, I hope. Also, I deleted one of my stories. It just wasn't working for me. Besides, it gives me more time to work on this. Until my next update.

ICY KNUCKLES


	7. The Offer

_ARK…_

Pale Bay Leaf and Red Pine returned to the ARK with minimal damage after retrieving the fourth chaos emerald for Wraith. As they passed by Dark Oak, he knew something had gone wrong.

"What's happened?" asked Dark Oak.

"Glacius has been destroyed," said Pale Bay Leaf.

Dark Oak sighed. He hated losing one of his Metarex comrades. They were the only family he had. He tried to not think about it, but it proved futile in the end. Dark Oak took the green emerald from Pale Bay Leaf and took it to Wraith, who was in the Eclipse Cannon control room.

"We have the 4th emerald, Wraith, but I'm afraid one of our allies fell in battle," explained Dark Oak.

Wraith turned around.

"As long as we got the emerald, then his sacrifice was worth it," said Wraith, taking the emerald from Dark Oak.

Dark Oak gave him a strange look. He wanted to say something, but thought it best not to considering that Wraith would destroy him without giving it a second thought.

"As you wish, Wraith," said Dark Oak.

"Now, sit back and watch the next phase of my plan unravel. I'll take care of this myself."

Wraith disappeared before Dark Oak's eyes. Dark Oak stood there in silence.

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_Tails' underground lab…_

Sonic, Amy, Tails, Espio, Vector, Mighty, Charmy, and Scarlett all gathered in the lab. Sonic and Amy were sharing a corner of the lab with Espio and Scarlett across the way. Sonic sat in a chair with Amy in his lap. His face was full of discontent.

"What's the matter, Sonic?" asked Amy, worried about her boyfriend's well-being.

"What's the matter? The world is being taken over, and we're hiding like rats," he said.

Espio, able to hear Sonic's voice all the way across the lab, offered his input.

"We're not hiding, Sonic. We're simply building ourselves up. You do realize that we're outnumbered, outmatched, and…"

"That never stopped us before," said Sonic. "We've… I've always been there to fight for what's right," said Sonic.

"Sonic, I'm not going to let you go out there and get yourself killed," said Amy.

Charmy turned away from the bickering to notice some blips on the security monitors.

"Hey, we've got company," said the hyperactive bee.

Everyone turned to look at the screen.

"Hey, that's Shadow and Knuckles. Let them in, Tails," said Mighty.

Tails pushed a blue button and the doors opened. His lab was built right into Red Mountain. He knew that no one would dare find it. It was an emergency lab in case his real one in the Mystic Ruins ever got destroyed. Only Sonic and Knuckles knew about it.

Knuckles, Shadow, Rouge, Blaze Omega, and Tikal walked in. Sonic and the others immediately noticed that Knuckles was carrying Silver.

"What happened to him?" asked Sonic.

"Metal Sonic. Now, we need a med-kit or something," said Knuckles.

Tails pointed to a table. There were emergency supplies and a hospital bed next to them. Knuckles walked over to the bed, and placed Silver on it, who was still unconscious. Knuckles took some wraps applications and applied them accordingly. Then, he made a splint for Silver's arm and placed an icepack on his forehead. Tikal stayed near, never once taking her eyes off Silver or Knuckles.

"That should do it. Now all we can do is wait," said Knuckles.

"Do you think he'll recover?" asked Rouge coming up and nuzzling Knuckles from behind.

"Only time will tell." He turned to face Sonic. Now what's going on around here?" asked Knuckles.

"We were just trying to sort this shit out," said Sonic.

"You mean the sudden reappearance of all our old 'friends'," said Shadow.

"You got it," said Sonic. "Only, we don't know where to start."

"First thing we need is some answers," said Shadow.

"Who do we get the answers from?" asked Vector.

"Who else, but the good doctor," said Shadow. "If Metal Sonic is involved, I'm sure the doctor is too."

"Then, let's go pay Eggman a visit," said Knuckles.

They all got up and were about to leave when Tails' big computer started beeping.

"Hey, someone's sent me some mail. Wait a second, guys. I better take it. It says 'Urgent'," said Tails.

Tails pushed open on the dialog box. A window opened in the computer. There was a pure black hedgehog figure with glowing red eyes staring at them.

"Hey, who's that?" asked Mighty.

"Greetings, Sonic the Hedgehog. My name is Wraith the Hedgehog and I'm responsible for the attacks on this world. I have assembled the most ruthless league of villains ever. It is inevitable that we'll soon conquer this planet and there's nothing you or your allies can do about it." Wraith cackled. "I do, however, have a resolution in mind that'll work out for both sides, but I'd rather discuss that in person. Alone. Meet me as soon as you get this at the place where you got started. Don't keep me waiting, Sonic."

The screen went black. Everyone was left stunned.

"So that's who's behind all the attacks, eh?" concluded Knuckles.

"No shit, Sherlock," joked Mighty.

Knuckles growled at Mighty, and Mighty said nothing else.

"I'm going," said Sonic.

"What?" they all said at once.

"I want to get to the bottom of this, and going may be the only time I can get close to him before this thing gets further out of hand," said Sonic.

"I'll go, too. I need to ask him about my emerald," said Knuckles.

Sonic smiled. "Thanks, but no thanks, Knuckles. He said he wanted me alone. There's no telling what he'll do if any of you come with me. Just go attack Eggman like we originally planned and I'll deal with this guy."

Knuckles sighed. "Very well. If that's how you feel."

"I'll stay behind with Silver," said Tikal.

Sonic and Knuckles nodded in agreement. They completely understood.

"I'm afraid I won't be going, either. I have some other things that I need to take care of first," said Tails.

"No problem, little buddy. I'm sure the rest of them can handle Eggman," said Sonic.

"Can we go now?" asked Shadow with his arm around Blaze's waist.

Sonic chuckled. "Right! Let's go."

------------------------------------------------------------------------------------------------------------------------------

Tails grabbed his X-Tornado and took off for Station Square. He was going out looking for Cream. He had not heard from her since the attack started and was getting worried. He just prayed that he wasn't too late. In about 45 minutes, Tails had made it to Cream's house, or what was left of it, anyway. The house looked a wreck. There was bitter and utter destruction everywhere. The welcome mat had been burned, the windows had been broken, the foundation had fallen, and the doors had been split down the middle. Tails stood in midst of the pile of rubble. He looked in melancholy at the site before him. He had no idea where Cream was, or if she was okay. That was the worst feeling Tails had ever had.

Suddenly, there was a faint whisper. It was coming from deep within the rubble. He went in the direction the chirping was coming from. It got louder and louder until he was standing right on top of it. The voice was familiar. Cheese!! Tails quickly began digging. He kept digging until he found Cream and Cheese huddled up together under some fragments of their house.

"No! No! Don't hurt us," pleaded Cream.

Tails was confused.

"Cream, it's me, Tails."

Cream opened her eyes and saw those friendly blues she loved so much staring back at her. Tails extended his hand and helped her up. He put on a friendly smile.

"What happened here?" he asked.

"It was Yellow Zelkova. I thought Knuckles had destroyed him a while back," said Cream. "He came running right through my house with his head on fire. I thought he was going to get me, but he didn't stop running. When he ran through the house, it collapsed and buried me under it. I was going to try to get out, but I was scared Yellow Zelkova might come back."

"He had some help coming back," explained Tails. "I'll explain later. Right now, we've got to get out of here. It's not safe here."

"What about my mom?"

"Where is she?"

"I don't know. She went to the store a while back, but she hasn't returned. She's never been gone this long." Cream's eyes started to water. She put her head into Tails' chest.

Tails extended his warming hand onto her back. "Don't worry, Cream. We'll find her. I'm sure she's okay."

"Really?" Cream's eyes got very big.

Tails smiled. "We can start looking now."

"Okay, let's go," said Cream, a little happier.

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_Green Hill Zone…_

Sonic sped through the Green Hill Zone. He knew this was where Wraith wanted to meet because this is where he started adventuring for the first time. Being here brought back old memories. Sonic started to think about how many friends he's made since he left here. His life sure has gotten a lot more interesting. That vacation was really a life-changing event for everyone. At that moment, he started to think of Amy. He loved her so. This new threat could try, but it would never be able to break their love. Sonic was certain of this.

As he ran through Green Hill Zone, he noticed that the sky began to get darker as if an eclipse was afoot. It was, of course, unnatural because it was only 3:37 P.M. Sonic felt like he was going in the right direction. Sure enough, about two miles down the path, a dark figure stood there with piercing red eyes that Sonic would never forget. He remembered those eyes from the video mail that Tails had just received. Somehow, he seemed to recognize him, but that couldn't be possible. Could it?

"Ah, Sonic, my admirable adversary, how good of you to come!" said Wraith.

"Cut out the chitchat and tell me why you called me here," demanded Sonic.

"Why, I merely called you here to talk."

"About what?"

"As you already know, a great battle has started. It is the ultimate battle against good and evil. The line has been drawn, and the sides have been picked. Eventually, good will fall. No matter how much you destroy evil, it always comes back. Evil will always come back until the good is destroyed and only evil remains."

Wraith took a step closer to Sonic.

"Sonic, I've asked you to come here today to give you a proposition."

Sonic raised his left eyebrow with interest.

"What kind of proposition?"

Wraith did a low chuckle.

"Sonic, I humbly offer you a position on the winning team. Come and fight by my side, and together, we will conquer the world."

Sonic started chuckling, then laughing, and finally the laughing got uncontrollable. Wraith gave a perplexed look.

"What is so funny, hedgehog?"

"Dude, are you serious? Do you really think you're going to win? I know my friends well. They will stop at nothing to defend this world because I will stop at nothing to defend this world. There's no way to win against Sonic Team."

Wraith smiled.

"You'll regret declining my offer."

Wraith turned into a ball and darted at Sonic, but it missed him. Wraith darted at Sonic with such force, the very air threw Sonic for a wallop. He fell to the ground. It felt as if he was just hit by Knuckles.

"I see that you're fast," said Sonic.

"You haven't seen fast, yet," replied Wraith.

He spun again. This time, Sonic spun back at him. He and Wraith both were locked in combat. It looked like a beybattle. The two seemed evenly matched until… Wraith surrounded his body with dark matter and spun back again at Sonic. Sonic was knocked out of his spinball and thrown into the grass. Sonic landed with a thud. Wraith levitated to the ground. He raised his right hand.

"Chaos Spear!"

Golden lights protruded from the air like daggers. Sonic rolled over and got up just in time to miss the attack.

"I thought only Shadow could do that."

Wraith did another chaos spear. Sonic ran at Wraith, just missing the chaos spear and turned into a ball again. Just as he was about to strike Wraith, he was suddenly stopped. Wraith had placed him in a telekinetic hold. His forehead and hands glowed with a bluish aura.

"It's no use!"

Wraith tossed him into the side of a hill.

"How did he do that? The only telekinetic I know is… Silver."

Wraith could tell that Sonic was baffled.

"Confused? Well, how about this?"

Wraith started to spin in a circle. He spun faster and faster until he generated a dark tornado.

"Sonic Wind!"

The tornado was released at Sonic. It engulfed him and toss him into the air. He was falling to the ground headfirst, but he was caught inches from the ground. He was being held in a telekinetic hold. Wraith turned him right-side up.

"Confused? Let me fill in the details. I am unnatural. I was formed from the dark matter of everyone who's used the chaos emeralds' power. That means that I have the strength of Knuckles, Silver's telekinesis, Shadow's chaos magic, and your unmatched speed. How do you like me now, Dad?"

Wraith laughed uncontrollably.

"I offered you the world and you turned it down. You will live to regret that. You and those closest to you. We could have been great together, but you'd rather stay with your pathetic friends!!!" Wraith's voice boomed.

"Friendship is stronger than you realize. Even if you destroy me, my friends will prevail," said Sonic.

Oh, I'm not going to destroy you. Not yet. Since you're the reason for my existence, I'll spare you."

He lowered Sonic to the ground.

"Consider this a warning."

He then enshrouded Sonic in dark matter. Sonic's screams could be heard from deep within the dark matter. It was pain like he never felt before.

"Cross me again, and I will pull no strings for you. I offered you an alliance and you turned it down. If you are not my ally, then you are my enemy."

Wraith disappeared in an instant. The sun returned and the cloud of dark matter disappeared to show a shaking and severely beaten Sonic. He was covered in bruises from his head to his toes, but he was, nevertheless, alive.

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_Eggman's base…_

While Sonic and Wraith duked it out, Eggman was being confronted by the rest of them, minus Tails, Tikal, and Silver, of course. Eggman was in a deep sleep in his eggmobile until he heard an explosion. He opened his eyes to see on his monitor that his old creation, Omega, was launching missiles at his base. He knew something was wrong because Omega was all alone.

"Alright, I'll bite."

Eggman released an army of Eggman drones to defend his base. Eggman was not at all surprised that the Chaotix appeared to defend Omega as soon as his drones appeared outside the base. He did not know that Knuckles, Rouge, Amy, Blaze, and Shadow had snuck into his base when he opened the blast doors to let his drones out. They made their way through his base while he was distracted. Soon, they were in the core of the base, where Eggman presided. Eggman turned around when he heard Knuckles punch the door off its hinges. Shadow and Amy rushed in first followed by Blaze and then Knuckles and Rouge.

"How did you find my base?" asked Eggman.

"How could we miss it? You have your face on the front door," explained Amy.

"I see. Maybe I should stop making it so obvious. Oh well." Eggman pulled out a flamethrower. "Take another step and I'll be having smoked hedgehog or cat flambé tonight."

They all started easing back. Eggman eased forward. He shot the flame thrower and everyone scattered. Rouge took to the air, Knuckles went left, Shadow went right, and Amy tucked and rolled to the right, but Blaze took the full effect of the blast.

"NOOO!" yelled Shadow.

Suddenly, the flames engulfing Blaze were doused. Blaze was standing there unharmed.

"You idiot. I am able to control fire. Why the hell would you use a flamethrower on me?" asked Blaze. She was embarrassed for him. "When you shot the flamethrower, I simply enshrouded it around me instead of making it go direct, but now…" Blaze conjured up a fireball in her hand. "It's time to pay the piper." She threw it at Eggman and melted his flamethrower.

Eggman was frozen. He just stood there for a minute. Then, he started to run. He could move for a fat guy, but he was no match for Shadow. Shadow caught up in a second and tripped Eggman. He went flying into his computer, where he fell unconscious because the computer landed on his head.

Knuckles, Rouge, Amy, Blaze, and Shadow approached the body.

"What do we do with tubby here?" asked Knuckles.

"Let's tie him up and get him out of here," said Rouge.

Amy somehow found a few chains hidden in a corner. Shadow and Knuckles tied up his hands, feet, and torso.

"Now what?" asked Knuckles.

"Pick him up and carry him out of here," said Shadow.

"What? He's got to weigh as much as a Buick," said Knuckles. "There's no way I'm going to be able to lift this dead weight."

Rouge sighed. "I thought you were supposed to be the big man. How did I fall in love with such a weakling? Maybe I should start dating Vector, someone with some muscle."

Knuckles did an animated sweat drop.

"I'm not weak. Watch."

Knuckles walked over to Eggman. He placed his hands under his large back. Rolls of fat dropped into his hand. Knuckles was disgusted by the feel, but he didn't let the others see. With a little strain and a whole lot of effort, Knuckles lifted the body and placed it on his back. His legs were dragging, but Knuckles was not tall enough to lift him all the way off the ground.

"See!"

Rouge and Amy laughed.

Knuckles gave a clueless look.

"What?"

"Nothing. Maybe I was wrong. You are strong," said Rouge.

Knuckles turned to walk off. Rouge and Amy were still giggling.

"Why are all the cute ones so dumb?" said Rouge. She flew up right next to Knuckles.

**To be continued…**

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ICY KNUCKLES


	8. Answers

_Wow! I haven't updated this story in a year. That's not very dedicated at all. You know that you've been gone from a story too long when you have to reread it to find out what it's about. I think that it's about time for me to continue. Now, this isn't my choice. I'm still doing my poll choice. Consider this an interlude. I'll do a few more chapters of this and then I'm going with my poll result._

* * *

Shadow and company were all sitting together under a tree. Dr. Eggman's corpse lay tied to a tree. They were eagerly awaiting him to regain consciousness. They decided that it would be foolish to take him back to Tails' lab in Red Mountain less he gain knowledge of their whereabouts.

Eggman slowly started to come to.

"What? Why am I tied to a tree?" he asked.

The entire group came over to the tree.

"Eggman, we need some answers, and we know that you're the one with them," said Knuckles.

"What makes you so sure that I know anything?" asked the doctor.

"Simple. There's just too many villains running around here for you not to know anything about what's going on," said Shadow.

Eggman smiled. It was the kind of smile that you don't expect to see from someone that has been captured. His smile alone could get him admitted into a mental institution. That's how awkward it was.

"I might as well tell you. After all, there's no way for you to stop Wraith," said Dr. Eggman.

"Who the hell is Wraith?" asked Vector.

"I don't know much about him, but here's what I know so far. He was created from dark matter stored in the chaos emeralds since their creation. Because of their frequent use lately, his power started to grow. Each time any of you pesky animals went super, you left a small trace of your darker selves behind inside the chaos emeralds until there was an adequate amount of dark matter stored. The last time the emeralds came together, the dark matter in each one came together as well. With the power of the chaos emeralds feeding it, the dark matter took on a form. As you can tell, Wraith the Hedgehog was spawned from you, Knuckles and Shadow, and Silver and Sonic as well. It was you four that created that monstrosity."

"That's a lie!" said Knuckles defensively.

"I can assure you that it's not. The blood of each of you runs through his veins. He's practically your son. Take a look at the destruction that he's caused the world in only a few short days. You four have created the ultimate evil and it can't be stopped. He's even brought the worst villains that your group has ever faced using only one chaos emerald. Do you honestly think that Sonic Team stands a chance?"

None of the group uttered a word. Eggman chuckled at his statement.

"It will be a long battle, but Sonic Team will prevail," said Amy finally.

"Besides that, we already have you out of the way," said Vector.

"Is that a fact?" asked Eggman.

Eggman reached and touched a button on his boot. As soon as he did that, an army of E-Series robots swarmed over the group. One cut down the tree holding Eggman while the rest fired on the group to distract them. As soon as Eggman was back in his Eggmobile, the robot army retreated with Dr. Eggman and headed back to his base.

"Another day," said Omega. He clinched his metal fist.

"Now what?" asked Scarlett.

"I guess we head back to Tails' workshop in Red Mountain," said Shadow

Back at the workshop, Tikal was busy watching over Silver's body. Hopefully, he'd soon recover. Somehow, Tikal felt as if this incident was somehow her fault. After all, he's only like this because he was trying to save her from Metal Sonic. She wouldn't be able to live with herself if he didn't return to her.

"Tikal?"

Tikal looked over to the bed and saw that Silver was awake. He slowly sat up and faced her. She rushed over to him.

"Silver! Thank the heavens," said Tikal. She wanted to hug him, but she was wary of his injury.

"How long was I out?" he asked.

"Most of the day," she replied.

"Bummer," he said. He looked around and saw that he didn't know where he was. "I guess we're not in the Mystic Ruins anymore."

"We are still in the Mystic Ruins. We're in Tails' workshop that's lodged into Red Mountain," explained Tikal.

Just then, Shadow, Knuckles, Amy, Rouge, Blaze, the Chaotix, and Omega all returned to Tails' workshop. Silver was startled by their noisy entrance.

"Hey, look who's up," said Knuckles. "How are you feeling, buddy?"

"Well, I've been better," said Silver.

"Has Sonic returned yet?" asked Amy.

Tikal and Silver both shook their heads.

"Where could he be?"

Amy was very worried about Sonic. Sonic had been gone way too long. After what Dr. Eggman had just told them about Wraith, she feared for Sonic's life. He had gone to face Wraith alone. Who knows what all he's capable of? Sonic could be injured beyond comparison and all she could do was worry about him.

"I'm going to go find Sonic," said Amy.

"You can't be serious, gal. With all those bad guys on the loose, you actually want to risk being seen?" asked Rouge.

"If Sonic is in trouble, then I have no choice. Don't worry about me. The setting sun will conceal me," said Amy.

"Don't waste your time," said a voice from behind them.

They all turned around and saw the Babylon Rogues standing there in the doorway. The one that spoke was Jet.

"We found the blue furball stretched out in the middle of the Green Hill Zone. He was badly wounded, but he should be fine," he said.

Storm was carrying Sonic on his shoulder. Sonic wriggled himself out of Storm's grip and landed on his feet.

"I'm alright," Sonic hissed.

"You're welcome," scoffed Storm.

Sonic held his chest as he limped over to a chair that was close to Silver's bed.

"Sonic, what happened?" asked Blaze.

"What does it look like? I didn't fall down and hurt myself," said Sonic.

"It looks like Wraith is going to be a bigger problem than we thought," said Shadow.

"Wraith? Is he the guy that sent those battleships to Babylon Gardens?" asked Wave.

"Battleships? You must mean the Metarex. Did they attack you?" asked Amy.

"More like wiped us out. They took a chaos emerald that we had. Then, they sunk our whole floating kingdom. It was like nothing I've ever seen before. We lost some good friends in that fight," said Jet. He had a sullen expression on his face like nothing any of the Babylon Rogues had ever seen before.

"I'm sorry that this had to happen to you," said Scarlett.

"You best believe that we're going to get those creeps back," said Storm. He clinched his fist and sunk it into his other open palm.

"As much as we'd like to, we can't do it alone. The Metarex are many, and we are three. As much as I hate to do this, I have to ask for your help," said Jet. He lowered his head as he asked. It shamed him to be dependent on others for his own goals.

"The Metarex are a threat to us as well, but you must realize that they are not the main threat here," said Shadow.

"They are to us!" Wave screeched.

"I understand that, but the threat on the world goes beyond that. This is much bigger than your own personal vendetta," said Shadow.

"If you will not help us, we'll do this on our own," said Jet.

"Jet, please don't go," said Tikal.

She had been silent but thoroughly listening to the conversation while she sat with Silver. She got up and went over to where the Babylon Rogues were standing.

"Shadow wasn't downing your cause. The Metarex are a threat to us as well. It's just that we seem to be facing tremendous odds and we can't focus all our attention on the Metarex. I hope you understand. Please don't go. It'll be harder to defeat the bad guys without you," said Tikal.

Jet and the other two rogues thought it over.

"The Metarex will fall and all that are associated with them as well," said Jet.

"Yellow Zelkova is ours. He trashed our office," said Vector.

"Yeah, his foot stepped on my Gameboy. I can't wait to feed him my stinger," said Charmy.

"It's nice to see everyone working together. Right, Sonic?" asked Amy.

Sonic still had a sullen look on his face. He was remembering how painful it felt to be trapped in Wraith's dark matter. If he stayed submerged in it any longer, he could've gone insane. It angered Sonic to be so easily defeated.

"What's the matter, Sonic?" asked Amy.

"Wraith beat me so easily. I couldn't believe it. There was nothing that I could do," said Sonic. "On our next meet, I'll show him who's boss."

"Now, Sonic, don't go doing anything brash. We need to analyze this situation a little more before we act. Why don't we ask Tails to… Where's Tails?" asked Amy.

"He hasn't returned yet," said Knuckles.

"Most likely he went to check on Cream. Still, he should've been back by now. It's getting late," said Blaze.

"I'll go look for him," said Sonic.

He rose to his feet, but his pain quickly forced him back in his seat.

"No you don't. You're going to sit right here and heal. I'll go look for Tails," said Amy.

"You're not going alone. I'm coming, too," said Scarlett.

"So am I," said Blaze.

"Alright. Girl power!" said Amy.

"Not exactly girl power since you're missing the best girl," said Rouge.

"She's just jealous. Let's go, girls," said Amy.

Amy, Blaze, and Scarlett all trekked over to Cream's house. They saw the rubble and stared in disbelief.

"I just can't bear looking at this destruction. My best friend lived here. Now, her home is…" Amy couldn't finish the sentence. The truth was that she wasn't a bit concerned about the house. Her concern was that Cream was trapped beneath the wreckage. Amy felt a warm hand on her shoulder.

"I'm sure that Cream is okay. Otherwise, Tails would've probably returned and let everybody know," said Scarlett.

Amy smiled.

"Thanks, Scarlett. I really needed to hear that," she said.

Suddenly, the ground began to shake.

"Feel that? Something's coming," said Blaze.

"We'd better hide," said Scarlett.

Blaze hopped up a nearby tree, Amy hid in the bushes, and Scarlett used her camouflaging ability to blend in with the rubble. In the distance, a Black Arms tank could be seen. It was approaching the trio of females at a steady pace. Once the tank neared the house, a mixed group of E-Series robots and Black Arms warriors could be seen walking with the tank. As they approached the destroyed house, Blaze adjusted herself around the tree to stay out of sight. The three of them alone could not best the tank and the group of soldiers. They just let the tank and the soldiers pass by until they were out of sight,

"Phew. That was close," said Scarlett.

"I wonder where they are headed," said Amy.

"They're probably just looking for prisoners or something," said Blaze.

"I'd rather not stick around and be one of them. Let's look for Tails and Cream elsewhere," said Scarlett.

The three girls hiked through the nearby forest to stay clear of any more bad guys. Amy knew the area well since she and Cream used to play in these woods all the time. After crossing the woods, the trio found themselves in the outskirts of Station Square. They all looked down at the city. It lies in ruins. Half of the city was burning, the other half was crumbling. Black Arms had totally taken control of the city. Their influence could be seen spreading all over the ruins. Soon, Station Square would become a Black Arms city.

"This is unbelievable," said Amy. "I've never seen anything like it. Whoever would've thought that Station Square would ever be destroyed?"

"It has been destroyed before. Remember Chaos?" asked Scarlett.

Amy nodded. "But nothing like this."

Blaze came up and placed her hand on Amy's shoulder. Her touch was as comforting as it was warm.

"Don't worry. We'll find a way to stop this if it's the last thing we do," said Blaze.

"Thanks, Blaze. I'm sure glad that you decided to come along," said Amy. She felt a little better now.

Scarlett had scouted ahead while they talked. She quickly treaded across the rough terrain as if she was an experienced hiker. The terrain was getting rough due to Station Square's sudden downfall. The ground itself was becoming infected by the Black Arms. The trees and grass were now either lifeless brown shrubs or in a crystallized, dark form. The birds that once roamed freely in the skies were replaced by bat-like creatures of Black Arms decent.

Scarlett spotted a smoking aircraft in the meadow. She dashed closer for a better view. She recognized the aircraft immediately. It was the X-Tornado.

"Hey, you two, come over here quick," said Scarlett.

Amy and Blaze came running. "What is it?" asked Blaze.

"Isn't that your fox friend's plane?" asked Scarlett.

"Oh my God! Tails! We've got to get over there. He might be seriously injured," Amy shrieked.

She took off as quickly as she could and raced over to the crash site with her two companions not far behind. The plane wasn't too damaged. The only visible damage was a broken rotor. Other than that, the plane was still in mint condition. Amy immediately began her search for Tails. She looked into the cockpit and found him unconscious and lying on the steering mechanism. Amy tried to open the cockpit hatch, but it was stuck shut. She took out her piko piko hammer and banged the glass from the window. The glass shattered and landed inside the cockpit. Amy reached in and slowly pulled Tails out. There was a cut on his forehead but nothing serious. Everything else seemed fine.

"I could've easily just melted the hinges instead of breaking the glass, Amy," said Blaze.

"Oops!" said Amy with an animated sweat drop and an embarrassed smile on her face. "I never take subtle approaches when a friend is in need."

"Well, what do we do now?" asked Scarlett.

"TARGETS IDENTIFIED: DESTROY!"

A group of basic Metarex swarmed around the three heroines. Their eyes began to glow red. There were eight of them total.

"We're surrounded," said Scarlett.

"What are these?" asked Blaze.

"These are Metarex soldiers. Don't worry. These are the easiest to destroy," said Amy.

One of the Metarex opened up his hand and revealed a spinning turret attachment. It opened fire at the girls. They quickly retreated behind the X-Tornado. Scarlett dragged Tails as fast as she could and laid him behind plane as gunfire rained all over the X-Tornado. The gunfire split one of the wings, and it fell from the plane onto the ground.

"We can't stay here," said Blaze.

"If we leave, that gunfire will tear our cute bodies apart," said Amy.

"Just leave it to me," said Scarlett.

She got on all fours. Then, her natural camouflage ability kicked in so that she was now invisible. She crept up on all fours and grabbed the Metarex from behind. The Metarex resisted, but Scarlett held it by the arms.

"Amy, batter up!"

Scarlett did a juno styled toss and tossed the Metarex over her head. Amy pulled out her piko piko hammer and gave it a big swing. The impact caused the Metarex to shatter. Parts went everywhere. The rest of the Metarex turned their sights on Scarlett, who now stood in the midst of them.

"A little help here, girls!" she screamed.

Blaze and Amy joined the action. The Metarex dispersed and went after all three of them. Blaze flamed up. Her hands and feet caught fire. Blaze did her spinning kick move. Her flame melted the metal on one of the Metarex, causing her to skewer it. Two more crept up on her simultaneously. Blaze jumped into the air and landed on one. Because she had ignited, she melted it to the ground. As she sunk to the ground, she kicked the head off the other one. Scarlett was caught between three Metarex still. They all were shooting lasers from their arms. She got back on all fours and crept over to one.

"Over here!"

The other two targeted Scarlett. They opened fire. She quickly blended in and the other two Metarex destroyed the third one. Scarlett reappeared again directly between the two opposing Metarex.

"Make my day!" she said.

The Metarex readied their lasers. Upon firing their lasers, Scarlett jumped out of the way. The two dumb Metarex blasted each other clear across the meadow and destroyed each other. Scarlett landed next to Blaze. The two of them eyed the last Metarex.

"Well, what's it going to be?" asked Blaze.

She cracked her knuckles as she and Scarlett walked toward the last Metarex. It slowly backed away from Scarlett and Blaze. No sooner than it backed about two steps, Amy's hammer collided with its back. Its torso was thrown in one direction as the rest of it fell to the ground. Amy smirked at her triumph.

The sun was setting quickly. There was only about two minutes of sunlight left. The 'new' Station Square began to light up with some strange energy. It wasn't electricity that was powering the city. It was something else, something cryptic. It glowed with a purplish light.

"Now what do we do? It's too dark to see how to get back," said Amy.

A bright, green flash suddenly appeared in front of them. After the light disappeared, the presence of Shadow the Hedgehog was before them.

"Shadow," said Blaze.

"You three have been gone for quite a while. Sonic and the others were worried about you; so I decided to come looking for you. Did you run into trouble?" he asked.

"Nothing that we couldn't handle," said Amy.

Shadow gave a small smirk. She almost sounded as cocky as Sonic. He then raised his blue chaos emerald. "Let's go."

"Wait. We have to get Tails. From what we can tell, he crashed here and was rendered unconscious," said Blaze.

Shadow walked over to the plane, picked up Tails, and put him on his back. Then, he used chaos control to transfer them out of there just before nightfall set in.

* * *

_All I can say about this is that I was due for an update. Please read and review._

_ICY KNUCKLES_


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